Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 31, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001299130 | |
Entity Registrant Name | PACIFIC BIOSCIENCES OF CALIFORNIA, INC. | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | PACB | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 153,033,732 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 33,084 | $ 18,844 |
Investments | 16,120 | 83,510 |
Accounts receivable | 9,966 | 8,595 |
Inventory | 15,067 | 17,878 |
Prepaid expenses and other current assets | 2,704 | 2,832 |
Total current assets | 76,941 | 131,659 |
Property and equipment, net | 31,618 | 34,073 |
Operating lease right-of-use assets, net | 33,510 | |
Long-term restricted cash | 4,000 | 4,500 |
Other long-term assets | 41 | 43 |
Total assets | 146,110 | 170,275 |
Current liabilities | ||
Accounts payable | 8,111 | 6,736 |
Accrued expenses | 15,823 | 12,823 |
Deferred service revenue, current | 6,379 | 6,537 |
Operating lease liabilities, current | 3,724 | |
Notes payable, current | 15,546 | |
Other liabilities, current | 1,110 | 788 |
Total current liabilities | 50,693 | 26,884 |
Deferred service revenue, non-current | 1,435 | 890 |
Operating lease liabilities, non-current | 42,968 | |
Deferred rent, non-current | 13,765 | |
Notes payable, non-current | 14,659 | |
Financing derivative | 16 | |
Total liabilities | 95,096 | 56,214 |
Commitments and contingencies | ||
Stockholders' equity | ||
Preferred stock, $0.001 par value: Authorized 50,000 shares; No shares issued or outstanding | ||
Common stock, $0.001 par value: Authorized 1,000,000 shares; issued and outstanding 153,031 and 150,244 shares at September 30, 2019 and December 31, 2018, respectively | 153 | 150 |
Additional paid-in capital | 1,116,999 | 1,096,053 |
Accumulated other comprehensive income (loss) | 11 | (36) |
Accumulated deficit | (1,066,149) | (982,106) |
Total stockholders' equity | 51,014 | 114,061 |
Total liabilities and stockholders' equity | $ 146,110 | $ 170,275 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
Condensed Consolidated Balance Sheets [Abstract] | ||
Preferred Stock, par value | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Common Stock, par value | $ 0.001 | $ 0.001 |
Common Stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common Stock, shares issued | 153,031,000 | 150,244,000 |
Common Stock, shares outstanding | 153,031,000 | 150,244,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue: | ||||
Revenue | $ 21,915 | $ 18,160 | $ 62,961 | $ 59,100 |
Cost of Revenue: | ||||
Cost of revenue | 15,001 | 14,968 | 41,317 | 39,750 |
Gross profit | 6,914 | 3,192 | 21,644 | 19,350 |
Operating expense: | ||||
Research and development | 14,962 | 14,356 | 45,357 | 46,331 |
Sales, general and administrative | 20,066 | 13,506 | 58,915 | 43,383 |
Total operating expense | 35,028 | 27,862 | 104,272 | 89,714 |
Operating loss | (28,114) | (24,670) | (82,628) | (70,364) |
Interest expense | (664) | (616) | (1,933) | (1,795) |
Other income (expense), net | (345) | 242 | 518 | 396 |
Net loss | (29,123) | (25,044) | (84,043) | (71,763) |
Other comprehensive income (loss): | ||||
Unrealized income (loss) on investments | (6) | (8) | 47 | 8 |
Comprehensive loss | $ (29,129) | $ (25,052) | $ (83,996) | $ (71,755) |
Net loss per share: | ||||
Basic and diluted net loss per share | $ (0.19) | $ (0.19) | $ (0.55) | $ (0.55) |
Shares used in computing basic and diluted net loss per share | 152,983 | 135,130 | 152,351 | 130,302 |
Product [Member] | ||||
Revenue: | ||||
Revenue | $ 18,484 | $ 15,150 | $ 53,191 | $ 49,917 |
Cost of Revenue: | ||||
Cost of revenue | 12,188 | 12,250 | 32,786 | 31,127 |
Service and Other [Member] | ||||
Revenue: | ||||
Revenue | 3,431 | 3,010 | 9,770 | 9,183 |
Cost of Revenue: | ||||
Cost of revenue | $ 2,813 | $ 2,718 | $ 8,531 | $ 8,623 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | At the Market Offering [Member]Common Stock [Member] | At the Market Offering [Member]Additional Paid-in Capital [Member] | At the Market Offering [Member] | Underwritten Public Equity Offering [Member]Common Stock [Member] | Underwritten Public Equity Offering [Member]Additional Paid-in Capital [Member] | Underwritten Public Equity Offering [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2017 | $ 116 | $ 965,752 | $ (32) | $ (879,733) | $ 86,103 | ||||||
Balance, shares at Dec. 31, 2017 | 116,277 | ||||||||||
Net loss | (71,763) | (71,763) | |||||||||
Other comprehensive income (loss) | 8 | 8 | |||||||||
ASC606 adoption effect | 189 | 189 | |||||||||
Issuance of common stock in conjunction with equity plans | $ 3 | 4,178 | 4,181 | ||||||||
Issuance of common stock in conjunction with equity plans, shares | 2,007 | ||||||||||
Issuance of common stock from equity offering, net of issuance costs | $ 14 | $ 32,849 | $ 32,863 | $ 16 | $ 64,652 | $ 64,668 | |||||
Issuance of common stock from equity offering, net of issuance costs, shares | 14,375 | 16,235 | |||||||||
Stock-based compensation expense | 15,631 | 15,631 | |||||||||
Balance at Sep. 30, 2018 | $ 149 | 1,083,062 | (24) | (951,307) | 131,880 | ||||||
Balance, shares at Sep. 30, 2018 | 148,894 | ||||||||||
Balance at Dec. 31, 2017 | $ 116 | 965,752 | (32) | (879,733) | 86,103 | ||||||
Balance, shares at Dec. 31, 2017 | 116,277 | ||||||||||
Issuance of common stock from equity offering, net of issuance costs, shares | 30,600 | ||||||||||
Balance at Dec. 31, 2018 | $ 150 | 1,096,053 | (36) | (982,106) | $ 114,061 | ||||||
Balance, shares at Dec. 31, 2018 | 150,244 | 150,244 | |||||||||
Balance at Jun. 30, 2018 | $ 132 | 1,011,621 | (16) | (926,263) | $ 85,474 | ||||||
Balance, shares at Jun. 30, 2018 | 131,888 | ||||||||||
Net loss | (25,044) | (25,044) | |||||||||
Other comprehensive income (loss) | (8) | (8) | |||||||||
Issuance of common stock in conjunction with equity plans | $ 1 | 1,663 | 1,664 | ||||||||
Issuance of common stock in conjunction with equity plans, shares | 771 | ||||||||||
Issuance of common stock from equity offering, net of issuance costs | $ 16 | $ 64,652 | $ 64,668 | ||||||||
Issuance of common stock from equity offering, net of issuance costs, shares | 16,235 | ||||||||||
Stock-based compensation expense | 5,126 | 5,126 | |||||||||
Balance at Sep. 30, 2018 | $ 149 | 1,083,062 | (24) | (951,307) | 131,880 | ||||||
Balance, shares at Sep. 30, 2018 | 148,894 | ||||||||||
Balance at Dec. 31, 2018 | $ 150 | 1,096,053 | (36) | (982,106) | $ 114,061 | ||||||
Balance, shares at Dec. 31, 2018 | 150,244 | 150,244 | |||||||||
Net loss | (84,043) | $ (84,043) | |||||||||
Other comprehensive income (loss) | 47 | 47 | |||||||||
Issuance of common stock in conjunction with equity plans | $ 3 | 8,414 | 8,417 | ||||||||
Issuance of common stock in conjunction with equity plans, shares | 2,787 | ||||||||||
Stock-based compensation expense | 12,532 | 12,532 | |||||||||
Balance at Sep. 30, 2019 | $ 153 | 1,116,999 | 11 | (1,066,149) | $ 51,014 | ||||||
Balance, shares at Sep. 30, 2019 | 153,031 | 153,031 | |||||||||
Balance at Jun. 30, 2019 | $ 153 | 1,112,610 | 17 | (1,037,026) | $ 75,754 | ||||||
Balance, shares at Jun. 30, 2019 | 152,959 | ||||||||||
Net loss | (29,123) | (29,123) | |||||||||
Other comprehensive income (loss) | (6) | (6) | |||||||||
Issuance of common stock in conjunction with equity plans | 327 | 327 | |||||||||
Issuance of common stock in conjunction with equity plans, shares | 72 | ||||||||||
Stock-based compensation expense | 4,062 | 4,062 | |||||||||
Balance at Sep. 30, 2019 | $ 153 | $ 1,116,999 | $ 11 | $ (1,066,149) | $ 51,014 | ||||||
Balance, shares at Sep. 30, 2019 | 153,031 | 153,031 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Cash flows from operating activities | |||||
Net loss | $ (29,123) | $ (25,044) | $ (84,043) | $ (71,763) | |
Adjustments to reconcile net loss to net cash used in operating activities | |||||
Depreciation | 5,483 | 5,436 | |||
Amortization of operating lease right-of-use assets | 1,954 | ||||
Amortization of debt discount and financing costs | 887 | 749 | |||
(Gain) loss on derivative | (16) | (155) | |||
Stock-based compensation | 12,532 | 15,631 | |||
Accretion from investment discount | (821) | (398) | |||
(Gain) loss on disposition of equipment | 144 | ||||
Changes in assets and liabilities | |||||
Accounts receivable | (1,371) | 7,029 | |||
Inventory | 2,255 | 3,014 | |||
Prepaid expenses and other assets | 238 | 537 | |||
Accounts payable | 1,454 | (2,926) | |||
Accrued expenses | 3,000 | (3,497) | |||
Deferred service revenue | 387 | (638) | |||
Operating lease liabilities | (2,537) | ||||
Other liabilities | 322 | (464) | |||
Net cash used in operating activities | (60,132) | (47,445) | |||
Cash flows from investing activities | |||||
Purchase of property and equipment | (2,695) | (1,796) | |||
Purchase of investments | (42,710) | (104,228) | |||
Sales of investments | 1,500 | 2,442 | |||
Maturities of investments | 109,360 | 70,680 | |||
Net cash provided by (used in) investing activities | 65,455 | (32,902) | |||
Cash flows from financing activities | |||||
Proceeds from issuance of common stock from equity plans | 8,417 | 4,181 | |||
Proceeds from issuance of common stock from underwritten public equity offering, net of issuance costs | 97,722 | ||||
Net cash provided by financing activities | 8,417 | 101,903 | |||
Net increase in cash and cash equivalents and restricted cash | 13,740 | 21,556 | |||
Cash and cash equivalents and restricted cash at beginning of period | 23,344 | 21,007 | $ 21,007 | ||
Cash and cash equivalents and restricted cash at end of period | 37,084 | 42,563 | 37,084 | 42,563 | 23,344 |
Cash and cash equivalents at end of period | 33,084 | 38,063 | 33,084 | 38,063 | $ 18,844 |
Restricted cash at end of period | $ 4,000 | $ 4,500 | 4,000 | 4,500 | |
Supplemental disclosure of non-cash operating activities | |||||
Inventory transferred to property and equipment | 1,784 | $ 664 | |||
Inventory transferred from property and equipment | $ 1,228 |
Overview
Overview | 9 Months Ended |
Sep. 30, 2019 | |
Overview [Abstract] | |
Overview | NOTE 1. OVERVIEW Product We design, develop and manufacture sequencing systems to help scientists resolve genetically complex problems. Based on our novel Single Molecule, Real-Time (SMRT®) sequencing technology, our products enable: de novo genome assembly to finish genomes in order to more fully identify, annotate and decipher genomic structures; full-length transcript analysis to improve annotations in reference genomes, characterize alternatively spliced isoforms in important gene families, and find novel genes; targeted sequencing to more comprehensively characterize genetic variations; and real-time kinetic information for epigenome characterization. Our technology provides high accuracy, ultra-long reads, uniform coverage and the ability to simultaneously detect epigenetic changes. PacBio® sequencing systems, including consumables and software, provide a simple and fast end-to-end workflow for SMRT sequencing. The names “Pacific Biosciences,” “PacBio,” “SMRT,” “SMRTbell,” “Sequel” and our logo are our trademarks. Merger with Illumina On November 1, 2018, we entered into an Agreement and Plan of Merger with Illumina, Inc. (“Illumina”) and FC Ops Corp. (“Merger Subsidiary”), a wholly-owned subsidiary of Illumina (the “Merger Agreement”) pursuant to which Illumina will acquire us for $8.00 per share of our common stock in an all-cash transaction and Merger Subsidiary will be merged with and into us (the “Merger”), with us surviving the Merger and becoming a wholly-owned subsidiary of Illumina. Completion of the transaction is subject to terms and conditions set forth in the Merger Agreement, including expiration or termination of any waiting periods applicable to the consummation of the Merger under the United States Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and clearance under the antitrust laws of certain non-U.S. jurisdictions. At a Special Meeting of Stockholders held on January 24, 2019, our stockholders, among other things, approved the adoption of the Merger Agreement. The Merger has been notified to the United States Federal Trade Commission (“FTC”) and to the Competition and Markets Authority of the United Kingdom (“CMA”) and is under review by both the FTC and the CMA . On October 24, 2019, as part of its Phase 2 review, the CMA announced that it had reached the provisional view that the proposed acquisition could lead to a substantial lessening of competition. We are reviewing the CMA’s provisional findings and continue to work with Illumina to address the CMA’s concerns. We and Illumina also continue to work cooperatively with the FTC . On September 25, 2019, we, Illumina and Merger Subsidiary entered into Amendment No. 1 (the “Amendment”) to the Merger Agreement. The Amendment, among other things, extends the End Time (as defined in the Merger Agreement) to December 31, 2019, subject to Illumina’s unilateral right to further extend the End Time to March 31, 2020. In addition, the Amendment provides that Illumina will make cash payments to us of $6 .0 million on or before each of October 1, 2019, November 1, 2019 and December 2, 2019 and we have received the October 1, 2019 and November 1, 2019 cash payments. If Illumina elects to further extend the End Time to March 31, 2020 , then Illumina will make cash payments to us of $6 .0 million on or before each of January 2, 2020, and March 2, 2020, and a cash payment of $22 .0 million on or before February 3, 2020. We will use these payments, which are collectively referred to as the “Continuation Advances,” to fund our continuing operations. Up to the full amount of the Continuation Advances actually paid to us are repayable without interest if (1) the Merger Agreement is terminated and (2) within two years of termination, we enter into certain change-of-control transactions with a third party (in which case the entire amount will be repayable) or raise at least $100 .0 million in equity or debt financing in a single transaction (with the amount repayable dependent on the amount raised by us ). The merger is subject to certain customary closing conditions, including the receipt of certain required antitrust approvals . No assurance can be given that the required regulatory approvals will be obtained or that the required conditions to closing will be satisfied , and, even if all such approvals are obtained and the conditions are satisfied, no assurance can be given as to the terms, conditions and timing of the approvals. Under certain circumstances specified in the Merger Agreement, Illumina may be required to pay us a termination fee of $98.0 million (the “Reverse Termination Fee”) . In certain other circumstances, including but not limited to, a termination of the Merger Agreement in connection with us accepting a superior transaction proposal or due to the withdrawal by our board of directors of its recommendation of the Merger and the transactions contemplated by the Merger Agreement, we would be required to pay Illumina a cash termination fee of $43.0 million. For more information about the effects of our agreement to be acquired by Illumina please see Risk Factors under the section “Risks Related to Our Business”. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Consolidation In the opinion of management, our accompanying unaudited Condensed Consolidated Financial Statements (“Financial Statements”) have been prepared on a consistent basis with our December 31, 2018 audited Consolidated Financial Statements and include all adjustments, consisting of only normal recurring adjustments, necessary to fairly state the information set forth herein. The Financial Statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) and, as permitted by such rules and regulations, omit certain information and footnote disclosures necessary to present the statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). These Financial Statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2018. The results of operations for the three and nine months ended September 30, 2019 are not necessarily indicative of the results to be expected for the entire year or any future periods. The consolidated financial statements include the accounts of Pacific Biosciences and our wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes to the financial statements. Our estimates include, but are not limited to, the valuation of inventory, the determination of stand-alone selling prices for revenue recognition, the valuation of a financing derivative and long-term notes, the valuation and recognition of share-based compensation, the expected renewal period for service contracts, the useful lives assigned to long-lived assets, the computation of provisions for income taxes and the determination of the internal borrowing rate used in calculating the operating lease right-of-use assets and operating lease liabilities. Actual results could differ materially from these estimates. Fair Value of Financial Instruments The carrying amount of our accounts receivable, prepaid expenses, other current assets, accounts payable, accrued expenses and other liabilities, current, approximate fair value due to their short maturities. The fair value hierarchy established under U.S. GAAP requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair value are as follows: · Level 1: quoted prices in active markets for identical assets or liabilities; · Level 2: inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and · Level 3: unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. We consider an active market as one in which transactions for the asset or liability occurs with sufficient frequency and volume to provide pricing information on an ongoing basis. Conversely, we view an inactive market as one in which there are few transactions for the asset or liability, the prices are not current, or price quotations vary substantially either over time or among market makers. Where appropriate, our non-performance risk, or that of our counterparty, is considered in determining the fair values of liabilities and assets, respectively. We classify our cash deposits and money market funds within Level 1 of the fair value hierarchy because they are valued using bank balances or quoted market prices. We classify our investments as Level 2 instruments based on market pricing and other observable inputs. We did not classify any of our investments within Level 3 of the fair value hierarchy. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the entire fair value measurement requires management to make judgments and consider factors specific to the asset or liability. Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table sets forth the fair value of our financial assets and liabilities that were measured on a recurring basis as of September 30, 2019 and December 31, 2018 respectively: September 30, 2019 December 31, 2018 (in thousands) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets Cash and cash equivalents: Cash and money market funds $ 18,505 $ — $ — $ 18,505 $ 18,844 $ — $ — $ 18,844 Commercial paper — 14,579 — 14,579 — — — — Total cash and cash equivalents 18,505 14,579 — 33,084 18,844 — — 18,844 Investments: Commercial paper — 12,118 — 12,118 — 53,469 — 53,469 Corporate debt securities — 4,002 — 4,002 — 10,214 — 10,214 US government & agency securities — — — — — 19,827 — 19,827 Total investments — 16,120 — 16,120 — 83,510 — 83,510 Long-term restricted cash: Certified deposits 4,000 — — 4,000 4,500 — — 4,500 Total assets measured at fair value $ 22,505 $ 30,699 $ — $ 53,204 $ 23,344 $ 83,510 $ — $ 106,854 Liabilities Financing derivative $ — $ — $ — $ — $ — $ — $ 16 $ 16 Total liabilities measured at fair value $ — $ — $ — $ — $ — $ — $ 16 $ 16 The estimated fair value of the Financing Derivative liability was determined using Level 3 inputs, or significant unobservable inputs. During the three months ended September 30, 2019, there were no transfers between Level 1, Level 2, or Level 3 assets or liabilities reported at fair value on a recurring basis and our valuation techniques did not change compared to the prior year. Financial Assets and Liabilities Not Measured at Fair Value on a Recurring Basis We determined the fair value of the Notes from the debt facility that we entered into during the first quarter of 2013 using Level 3 inputs, or significant unobservable inputs. The value of the Notes was determined by comparing the difference between the fair value of the Notes with and without the Financing Derivative by calculating the respective present values from future cash flows using 7.7% and 9.6% weighted average market yield at September 30, 2019 and December 31, 2018, respectively. Refer to Note 5. Notes Payable for additional details regarding the Notes. The estimated fair value and carrying value of the Notes are as follows (in thousands): September 30, 2019 December 31, 2018 Fair Value Carrying Value Fair Value Carrying Value Notes payable $ 16,069 $ 15,546 $ 15,915 $ 14,659 Net Loss per Share The following outstanding common stock options, restricted stock units, or “RSUs”, with time-based vesting and RSUs with performance-based vesting, were excluded from the computation of diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect. See Note 7. Stockholders’ Equity for detailed information on RSUs with time-based vesting and RSUs with performance-based vesting. Nine Months Ended September 30, (in thousands) 2019 2018 Options to purchase common stock 23,048 27,397 RSUs with time-based vesting 1,094 349 RSUs with performance-based vesting 138 634 Concentration and Other Risks For the three and nine months ended September 30, 2019, one of our customers, Gene Company Limited, accounted for approximately 18% and 14% of our total revenue, respectively. For the three and nine months ended September 30, 2018, one of our customers, Gene Company Limited, accounted for approximately 20% and 28% of our total revenue, respectively. Gene Company Limited is our distributor in China. Going Concern Cash, cash equivalents and investments, excluding restricted cash, at September 30, 2019 totaled $49.2 m illion , compared to $102.4 million at December 31, 2018. Our net cash used for operating activities for the nine-month period ended September 30, 2019 was $60.1 m illion. Due to our continued losses and operating cash needs as well as significant legal expenses we have incurred and continue to incur in connection with the Merger Agreement, we believe that the timely receipt of the Continuation Advances, the Reverse Termination Fee or other remedies we may receive if the Merger Agreement is terminated under certain circumstances will be necessary to alleviate substantial doubt about our ability to meet the repayment obligation of approximately $16.0 million in aggregate principal amount of our Notes, as defined below, that mature in February 2020 and to fund our projected operating requirements for at least twelve months from the date of filing of this Quarterly Report on Form 10-Q. The Merger Agreement provides for the payment to the Company of the Reverse Termination Fee in connection with a termination of the Merger Agreement by either the Company or Illumina after the End Time (as defined in the Merger Agreement) (subject to (i) the satisfaction of conditions that the Company reasonably believes to be within its control; (ii) the absence of a Company Material Adverse Effect (as defined in the Merger Agreement); and (iii) the non-occurrence of specified legal restraints). However, the Company’s right to receive the Reverse Termination Fee is not conditioned on the receipt of applicable antitrust or competition law approvals. The Reverse Termination Fee will not be available in all instances in which the Merger Agreement is terminated, and no assurance can be given that it will be received by the Company. In addition, in certain circumstances we may have to repay the Continuation Advances, which is described in detail in Note 1. Overview. However, if the Merger Agreement is terminated and we are unable to obtain sufficient funds pursuant to the Merger Agreement, or if such funds are not received on a timely basis, we will need to raise additional capital or may be unable to meet our debt repayment obligations for our outstanding Notes discussed above. If we are unable to repay our indebtedness when due and payable, debt holders could proceed against the collateral granted to them to secure such indebtedness. We have pledged substantially all of our property and interests in property, including our intellectual property, as collateral under our existing debt. To the extent we raise additional funds through the sale of equity or convertible debt, the issuance of such securities will result in dilution to our stockholders. There can be no assurance that such additional capital will be available on favorable terms, or at all, particularly in light of restrictions under our debt agreement and the Merger Agreement. If we are unable to raise additional capital on favorable terms, or at all, we may have to reduce our cash burn rate and may not be able to support our commercialization efforts, or to increase or maintain the level of our research and development activities. If we are unable to generate sufficient cash flows or to raise adequate funds to finance our forecasted expenditures, including our debt payment obligations in February 2020, we may have to make significant changes to our operations including delaying or reducing the scope of or eliminating some or all of our development programs. We also may have to reduce sales, marketing, engineering, customer support or other resources devoted to our existing or new products, or we may have to cease operations. Significant Accounting Policies Except as noted below relating to our adoption of lease related accounting, there have been no material changes to our significant accounting policies as discussed in our Annual Report on Form 10-K for the year ended December 31, 2018. Recent Accounting Pronouncements Recently Issued Accounting Standards In August 2018, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU No. 2018-13, Fair Value Measurement (Topic 820 ): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement. This ASU modifies the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement. The guidance is effective for annual and interim reporting periods beginning after December 15, 2019. Early adoption is permitted. We are currently evaluating the impact of ASU No. 2018-13 on our consolidated financial statements and disclosures. In June 2016, the Financial Accounting Standards Board, or FASB , issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments , or ASU 2016-13, which changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which will generally result in earlier recognition of allowances for losses. ASU 2016-13 is effective for annual and interim periods beginning after December 15, 2019 and early adoption is permitted for annual and interim periods beginning after December 15, 2018. We plan to adopt ASU 2016-13 on January 1, 2020. However, we are still in the process of assessing the impact of the new standard on our results of operations and financial position. Recently Adopted Accounting Standards Adoption of ASU 2018-07 In June 2018, the FASB issued ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting , to simplify the accounting for nonemployee share-based payment transactions by expanding the scope of Accounting Standards Codification, or ASC, Topic 718, Compensation - Stock Compensation, to include share-based payment transactions for acquiring goods and services from nonemployees. Under the new standard, most of the guidance on stock compensation payments to nonemployees would be aligned with the requirements for share-based payments granted to employees. This standard is effective for annual reporting periods beginning after December 15, 2018, including interim reporting periods within those annual reporting periods, with early adoption permitted. We adopted this standard beginning on January 1, 2019 and the adoption of this standard did not have a material impact on our condensed consolidated financial statements for the three and nine months ended September 30, 2019. Adoption of ASU 2018-02 In February 2018, the FASB issued ASU 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , that allows for an entity to elect to reclassify the income tax effects on items within accumulated other comprehensive income resulting from U.S. tax reform to retained earnings. The guidance is effective for fiscal years beginning after December 15, 2018 with early adoption permitted, including interim periods within those years. We adopted this standard beginning in January 1, 2019 and the adoption of this standard did not have a material impact on our condensed consolidated financial statements for the three and nine months ended September 30, 2019. Adoption of ASC 842 On January 1, 2019, we adopted the FASB Accounting Standards Codification, or ASC, Topic 842, Leases , or ASC 842, which requires the recognition of the right-of-use assets and related operating and finance lease liabilities on the condensed consolidated balance sheet. As permitted by ASC 842, we elected the adoption date of January 1, 2019, which is the date of initial application. As a result, the condensed consolidated balance sheet prior to January 1, 2019 was not restated, continues to be reported under ASC Topic 840, Leases , or ASC 840, which did not require the recognition of operating lease liabilities on the condensed consolidated balance sheet, and is not comparative. The expense recognition for operating leases under ASC 842 is substantially consistent with ASC 840. As a result, there is no significant difference in our results of operations presented in our condensed consolidated statements of operations and comprehensive loss for each period presented. We adopted ASC 842 using a modified retrospective approach for leases existing at January 1, 2019. The adoption of ASC 842 had a substantial impact on our balance sheet. The most significant impact was the recognition of the operating lease right-of-use assets and the liability for operating leases. Accordingly, adoption of this standard resulted in the recognition of operating lease right-of-use assets of $35.5 million and operating lease liabilities of $49.2 million comprised of $3.4 million of current operating lease liabilities and $45.8 million of non-current operating lease liabilities on the condensed consolidated balance sheet as of January 1, 2019. As permitted under ASC 842, we elected several practical expedients that permit us: · to not reassess whether a contract is or contains a lease; · to not reassess the lease classification; · to not reassess the initial direct costs as of the adoption date; · to not recognize right-of-use assets and lease liabilities for short-term leases that have a term of 12 months or less; and · to not separate non-lease components for real estate leases. The application of the practical expedients did not have a significant impact on the measurement of the operating lease liabilities. Service and other revenue can include some revenue from instrument lease agreements. Instrument leases are generally classified as operating-type leases and revenue from these leases is recognized on a straight-line basis over the respective lease term. Lease income was not material in fiscal 2018 or for the three and nine months ended September 30, 2019. Disclosure related to the amount, timing and uncertainty of cash flows arising from operating leases are included in “Leases” section of Note 6. Commitments and Contingencies. |
Cash, Cash Equivalents and Inve
Cash, Cash Equivalents and Investments | 9 Months Ended |
Sep. 30, 2019 | |
Cash, Cash Equivalents and Investments [Abstract] | |
Cash, Cash Equivalents and Investments | NOTE 3. CASH, CASH EQUIVALENTS AND INVESTMENTS The following tables summarize our cash, cash equivalents and investments as of September 30, 2019 and December 31, 2018 (in thousands): As of September 30, 2019 Gross Gross Amortized unrealized unrealized Fair Cost gains losses Value Cash and cash equivalents: Cash and money market funds $ 18,505 $ — $ — $ 18,505 Commercial paper 14,579 — — 14,579 Total cash and cash equivalents 33,084 — — 33,084 Investments: Commercial paper 12,117 1 — 12,118 Corporate debt securities 3,992 10 — 4,002 Total investments 16,109 11 — 16,120 Total cash, cash equivalents and investments $ 49,193 $ 11 $ — $ 49,204 Long-term restricted cash: Certified deposits $ 4,000 $ — $ — $ 4,000 As of December 31, 2018 Gross Gross Amortized unrealized unrealized Fair Cost gains losses Value Cash and cash equivalents: Cash and money market funds $ 18,844 $ — $ — $ 18,844 Total cash and cash equivalents 18,844 — — 18,844 Investments: Commercial paper 53,493 — (24) 53,469 Corporate debt securities 10,223 3 (12) 10,214 US government & agency securities 19,830 — (3) 19,827 Total investments 83,546 3 (39) 83,510 Total cash, cash equivalents and investments $ 102,390 $ 3 $ (39) $ 102,354 Long-term restricted cash: Certified deposits $ 4,500 $ — $ — $ 4,500 The following table summarizes the contractual maturities of our cash equivalents and available-for-sale investments, excluding money market funds, as of September 30, 2019: (in thousands) Fair Value Due in one year or less $ 30,699 Total investments $ 30,699 Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations without call or prepayment penalties. |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2019 | |
Balance Sheet Components [Abstract] | |
Balance Sheet Components | NOTE 4. BALANCE SHEET COMPONENTS Inventory As of September 30, 2019 and December 31, 2018, our inventory consisted of the following components: September 30, December 31, (in thousands) 2019 2018 Purchased materials $ 5,193 $ 6,222 Work in process 3,874 7,341 Finished goods 6,000 4,315 Inventory $ 15,067 $ 17,878 |
Notes Payable
Notes Payable | 9 Months Ended |
Sep. 30, 2019 | |
Notes Payable [Abstract] | |
Notes Payable | NOTE 5. NOTES PAYABLE Facility Agreement Under the terms of our February 2013 debt agreement with Deerfield (the “Facility Agreement”), we received $20.5 million and issued promissory notes in the aggregate principal amount of $20.5 million (the “Notes”). The Notes bear simple interest at a rate of 8.75% per annum, payable quarterly in arrears commencing on April 1, 2013 and on the first business day of each January, April, July and October thereafter. The Facility Agreement has a maximum term of seven years. We received net proceeds of $20.0 million, representing $20.5 million of gross proceeds, less a $500,000 facility fee, before deducting other expenses of the transaction. On June 23, 2017, pursuant to a partial exercise by the Notes holders of their right to elect to receive up to 25% of the net proceeds from any financing that includes an equity component, we paid $4.5 million of outstanding principal, together with accrued and unpaid interest, to one of the Note holders with proceeds from our underwritten public equity offering. As of September 30, 2019, a balance of $16.0 million aggregate principal amount of debt remained outstanding under this facility and is due in February 2020 , and presented as “Notes payable, current” on the condensed consolidated balance sheet as of September 30, 2019 . The Facility Agreement also contains various representations and warranties, and affirmative and negative covenants, customary for financings of this type, including restrictions on our ability to incur additional indebtedness or liens on our assets, except as permitted under the Facility Agreement. In addition, the Facility Agreement requires us to maintain consolidated cash and cash equivalents on the last day of each calendar quarter of not less than $2.0 million. As security for our repayment of our obligations under the Facility Agreement, we granted the lenders a security interest in substantially all of our property and interests in property. Subject to certain exceptions set forth in the Facility Agreement, holders representing a majority of the aggregate principal amount of the outstanding Notes issued pursuant to the Facility Agreement may elect to receive up to 25% of the net proceeds from any financing that includes an equity component. To the extent we raise additional capital in the future through the sale of common stock, including without limitation, sales of common stock pursuant to an “at-the-market” offering program, we may be obligated, at the election of the holders of the Notes, to pay 25% of the net proceeds from any such financing activities as partial payment of the Notes. Financing Derivative A number of features embedded in the Notes required accounting for as a derivative, including the indemnification of certain withholding taxes and the acceleration of debt upon (i) a qualified financing, (ii) an event of default, (iii) a major transaction, and (iv) the exercise of the warrant via offset to debt principal. These features represent a single derivative (the “Financing Derivative”) that was bifurcated from the debt instrument and accounted for as a liability at fair value, with changes in fair value between reporting periods recorded in other income (expense), net. The estimated fair value of the Financing Derivative was determined by comparing the difference between the fair value of the Notes with and without the Financing Derivative by calculating the respective present values from future cash flows using a 7.7% and 9.6% weighted average market yield at September 30, 2019 and December 31, 2018, respectively. The estimated fair value of the Financing Derivative as of September 30, 2019 and December 31, 2018 was $0 and $16,000 , respectively. As of September 30, 2019, payments due under our notes payable, which include interest and principal, were as follows: Amount Years ending December 31, (in thousands) Remainder of 2019 $ 353 2020 16,491 Total remaining payments 16,844 Less: interest and discounts (1,298) Notes payable $ 15,546 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | NOTE 6. COMMITMENTS AND CONTINGENCIES Leases As of January 1, 2019, we leased approximately 180,000 square feet in 1305 O’Brien Drive, Menlo Park, California, where we house our headquarters, research and development, service and support functions, and our in-house manufacturing operations for which the right of use assets totaled $35.3 million. We also leased a sales office facility in Singapore and engineering support facilities in Allen, Texas for which the right of use assets totaled $0.2 million as of January 1, 2019. All our leases are operating leases. Operating lease assets and liabilities are reflected within “Operating lease right-of-use assets, net”, “Operating lease liabilities, current” and “Operating lease liabilities, non-current” on the condensed consolidated balance sheets. These assets and liabilities are recognized at the commencement date based on the present value of remaining minimum lease payments over the lease term using our estimated secured incremental borrowing rates at the effective date of January 1, 2019. Lease payments included in the measurement of the lease liability comprise the base rent per the term of the Lease. Lease expense for these leases is recognized on a straight-line basis over the lease term, with variable lease payments, such as common area maintenance fees, recognized in the period those payments are incurred. We often have options to renew lease terms for buildings. For our 1305 O’Brien lease, the renewal option is 5 years and the rent will be based on fair market value at the time of renewal and was not included in the lease term. In addition, certain lease arrangements may be terminated prior to their original expiration date at our discretion. We evaluate renewal and termination options at the lease commencement date to determine if we are reasonably certain to exercise the option on the basis of economic factors. The weighted average remaining lease term for our operating leases as of September 30, 2019 w as 8.1 years . The discount rate implicit within our leases is generally not determinable and therefore we determine the discount rate based on our incremental borrowing rate. The incremental borrowing rate for our leases is determined based on lease term and currency in which lease payments are made, adjusted for impacts of collateral. The weighted average discount rate used to measure our operating lease liabilities as of September 30, 2019 was 7.9% . The following table presents information at the amount, timing and uncertainty of cash flows arising from our operating leases as of September 30, 2019: Maturity of Lease Liabilities Amount Years ending December 31, (in thousands) Remaining of 2019 $ 1,772 2020 7,150 2021 7,305 2022 7,488 2023 7,704 Thereafter 31,518 Total undiscounted operating lease payments 62,937 Less: imputed interest (16,245) Present value of operating lease liabilities $ 46,692 Balance Sheet Classification Operating lease liabilities, current $ 3,724 Operating lease liabilities, non-current 42,968 Total operating lease liabilities $ 46,692 Cash Flows An initial right-of-use asset of $35.5 million was recognized on the condensed consolidated balance sheet as of January 1, 2019 with the adoption of the new lease accounting standard. Cash paid for amounts included in the present value of operating lease liabilities was $5.3 million for the nine months ended September 30, 2019 and included in operating cash flow. Operating Lease Costs Operating lease costs were $1.6 million and $4.7 million for the three and nine months ended September 30, 2019, respectively, primarily related to our operating leases, but also include immaterial amounts for variable leases. For our 1305 O’Brien lease, we were required to establish a letter of credit for the benefit of the landlord and to submit $4.5 million as a deposit for the letter of credit in October 2015; and, as such, $4.5 million was recorded at such time and continued to be recorded in “Long-term restricted cash” in the condensed consolidated balance sheet as of December 31, 2018. Subsequently, pursuant to the terms of the 1305 O’Brien lease, at May 1, 2019, the $4.5 million in restricted cash was reduced to $4.0 million. The letter of credit balance of $4.0 million at September 30, 2019 will reduce again over time. Contingencies We may become involved in legal proceedings, claims and assessments from time to time in the ordinary course of business. We accrue liabilities for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. Termination of a Material Definitive Agreement On August 2, 2019, we provided notice to GE Healthcare Bio-Sciences Corp. (“GE”), informing GE that we are terminating the License Agreement (the “License Agreement”) dated September 11, 2006 between us and GE, effective November 3, 2019. The license Agreement related to several U.S. and foreign patents and pending applications related to labeled nucleoside polyphosphate compounds. We are terminating the License Agreement because we no longer use the patents we licensed from GE under the License Agreement in our business. We will not incur any early termination penalties in connection with the termination of the License Agreement. Legal Legal Proceedings Regarding the Merger In connection with the proposed acquisition of us by Illumina, five lawsuits were filed, with each lawsuit naming us and our directors as defendants. Three putative class action complaints, captioned Wang v. Pacific Biosciences of California, Inc., et al., No. 3:18-cv-7450 (N.D. Cal.), Morrison v. Pacific Biosciences of California, Inc., et al., No. 3:18-cv-7654 (N.D. Cal.), and Speiser v. Pacific Biosciences of California, Inc., et al., No. 3:19-cv-0072 (N.D. Cal.), were filed in the United States District Court for the Northern District of California on December 11, 2018, December 20, 2018, and January 4, 2019, respectively. A fourth putative class action complaint, captioned Rosenblatt v. Pacific Biosciences of California, Inc., et al., No. 1:18-cv-2005 (D. Del.), was filed in the United States District Court for the District of Delaware on December 18, 2018. A n individual complaint, captioned Washington v. Pacific Biosciences of California, Inc., et al., No. 5:18-cv-7614 (N.D. Cal.), was filed in the United States District Court for the Northern District of California on December 19, 2018. Each of these lawsuits asserted claims under Section 14(a) and Section 20(a) of the Securities Exchange Act of 1934 in connection with the disclosures contained in our preliminary proxy statement on Schedule 14A, filed with the Securities Exchange Commission (the “SEC”) on December 5, 2018, our definitive proxy statement on Schedule 14A, filed with the SEC on December 18, 2018, or both. The complaints sought a variety of equitable and injunctive relief including, among other things, enjoining the consummation of the acquisition and awarding the plaintiffs costs and attorneys’ fees. Although our management believed that the claims were without merit , we agreed to make supplemental disclosures in exchange for plaintiffs’ agreement that the supplemental disclosures would moot their claims. We made these supplemental disclosures in a proxy statement amendment on Schedule 14A, filed with the SEC on January 18, 2019. On January 29, 2019, all parties to each of the lawsuits reached an agreement pursuant to which we would pay a total of $300,000 in attorneys’ fees to the plaintiffs. On January 29, 2019, each plaintiff filed a voluntary dismissal of his or her lawsuit. As of September 30, 2019, we paid a total amount of $300,000 for the five lawsuits filed in 2018 and the first quarter of 2019. USITC Proceedings On November 2, 2016, we filed a complaint against Oxford Nanopore Technologies Ltd. (“ONT Ltd.”), Oxford Nanopore Technologies, Inc. (“ONT Inc.”) and Metrichor, Ltd. (“Metrichor” and, together with ONT Ltd. and ONT Inc., “ONT”) with the U.S. International Trade Commission (“USITC”) for patent infringement. On December 5, 2016, the USITC provided notice that an investigation had been instituted based on the complaint. We sought exclusionary relief with respect to several ONT products, including ONT’s MinION and PromethION devices. The complaint was based on our U.S. Patent No. 9,404,146, entitled “Compositions and methods for nucleic acid sequencing” which covers novel methods for sequencing single nucleic acid molecules using linked double-stranded nucleic acid templates, providing improved sequencing accuracy. On March 1, 2017, we filed an amended complaint to add a second patent in the same patent family, U.S. Patent No. 9,542,527, which was granted on January 10, 2017, to the investigation. We sought, among other things, an exclusion order permanently barring entry of infringing ONT products into the United States, and a cease and desist order preventing ONT from advertising and selling infringing products in the United States. On May 23, 2017, the Administrative Law Judge (“ALJ”) assigned to the matter issued an order construing certain claim terms of the asserted patents. On June 8, 2017, ONT filed a summary determination motion to terminate the proceedings based on the ALJ’s claim construction decision, and we did not oppose the motion. The ALJ granted the motion on July 19, 2017, and, on July 31, 2017, we filed a petition to review with the USITC to correct what we believe was an incorrect construction of the claims. On September 5, 2017, the USITC issued a notice granting our petition to review the ALJ’s claim construction decision. On February 7, 2018, the USITC issued a notice indicating that it had determined to adopt the ALJ’s claim construction and terminating the investigation. On February 13, 2018, we filed a petition to appeal the USITC’s ruling to the U.S. Court of Appeals for the Federal Circuit. (“Federal Circuit”). An oral hearing for this appeal was held on February 8, 2019. On February 12, 2019, the Federal Circuit filed a judgement affirming the USITC claim construction under Federal Circuit Rule 36 without a written opinion. U.S. District Court Proceedings On March 15, 2017, we filed a complaint in the U.S. District Court for the District of Delaware against ONT Inc. for patent infringement (C.A. No. 17-cv-275 (“275 Action”)). The complaint is based on our U.S. Patent No. 9,546,400 (the “’400 Patent”), entitled “Nanopore sequencing using n-mers” which covers novel methods for nanopore sequencing of nucleic acid molecules using the signals from multiple monomeric units. This patent was granted on January 17, 2017. We are seeking remedies including injunctive relief, damages and costs. On May 8, 2017, the defendants filed a motion to dismiss the complaint, alleging that the asserted patent claims recite patent ineligible subject matter. On November 9, 2017, the judge denied ONT Inc.’s motion to dismiss. On June 1, 2018, we filed a motion for leave to amend the complaint to add ONT Ltd. as a defendant. On August 20, 2018, the judge granted our motion, and on August 23, 2018, we filed an amended complaint, adding ONT Ltd. as a defendant in the 275 Action. On September 24, 2018, ONT Ltd. filed a motion to dismiss the amended complaint, alleging failure to state a claim. On April 24, 2019, the judge denied ONT Ltd.’s motion to dismiss. On July 11, 2019 we filed a motion to file an amended complaint in the 275 Action to add allegations of willful infringement by ONT Ltd. On August 15, 2019, the judge granted the motion to amend the complaint in the 275 Action. On September 12, 2018, ONT Inc. filed its answer, defenses and counterclaims in the 275 Action, seeking declaratory judgements of non-infringement and invalidity of the ’400 Patent and unenforceability of the ’400 Patent based on alleged inequitable conduct before the U.S. Patent and Trademark Office (“USPTO”), as well as antitrust, false advertising, and unfair competition counterclaims. On September 25, 2018, it was stipulated that the motion to dismiss ONT Inc.’s counterclaims that we submitted in the 1353 Action would also serve as our motion to dismiss ONT Inc.’s counterclaims in the 275 Action. On February 19, 2019, the judge granted our motion to dismiss ONT Inc.’s antitrust, false advertising, and unfair competition counterclaims in each action. Related to the 275 Action, on March 15, 2018, ONT Inc. filed a petition to institute an inter partes review with the Patent Trial and Appeal Board (“PTAB”) of the USPTO, alleging invalidity of the ’400 Patent. On July 5, 2018, we filed a preliminary response outlining for the PTAB why the petition should be denied and no review should be instituted. On September 25, 2018, the PTAB denied ONT Inc.’s petition for institution of the inter partes review for all claims of the ’400 Patent. On September 25, 2017, we filed a second complaint in the U.S. District Court for the District of Delaware against ONT Inc. for patent infringement (C.A. No. 17-cv-1353 (“1353 Action”)). The complaint is based on our U.S. Patent No. 9,678,056 (the “’056 Patent”) entitled “Control of Enzyme Translation in Nanopore Sequencing”, granted June 13, 2017, and U.S. Patent No. 9,738,929 (the “’929 Patent”) entitled “Nucleic Acid Sequence Analysis”, granted August 22, 2017. We are seeking remedies including injunctive relief, damages and costs. On December 14, 2017, the defendants filed a motion to dismiss the complaint, alleging that the asserted patent claims in the ’929 Patent recite patent ineligible subject matter. On March 22, 2018, the judge denied ONT Inc.’s motion to dismiss. On March 28, 2018, we added a claim for infringement of our U.S. Patent No. 9,772,323 (the “’323 Patent”), entitled “Nanopore sequencing using n-mers.” On June 1, 2018, we filed a motion for leave to amend the complaint to add ONT Ltd. as a defendant. On August 20, 2018, the judge granted our motion, and on August 23, 2018 we filed an amended complaint, adding ONT Ltd. as a defendant in the 1353 Action. On September 24, 2018, ONT filed a motion to dismiss the amended complaint, alleging failure to state a claim. On April 24, 2019, the judge denied ONT Ltd.’s motion to dismiss. On July 11, 2019 we filed a motion to file an amended complaint in the 1353 Action to add allegations of willful infringement by ONT Ltd. On August 15, 2019, the judge granted the motion to amend the complaint in the 1353 Action. On April 25, 2018, ONT Inc. filed its answer, defenses and counterclaims in the 1353 Action, seeking declaratory judgements of non-infringement and invalidity of the ’056 and ’323 Patents and unenforceability of the ’056 and ’323 Patents based on alleged inequitable conduct before the USPTO, as well as antitrust, false advertising, and unfair competition counterclaims. On June 15, 2018, we filed a motion to dismiss ONT Inc.’s counterclaims in the 1353 Action and, on June 18, 2018, we filed a motion to bifurcate and stay discovery on ONT Inc.’s antitrust counterclaims in the 1353 Action. On February 19, 2019, the judge granted our motion to dismiss ONT Inc.’s antitrust, false advertising, and unfair competition counterclaims. Related to the 1353 Action, on September 24, 2018, ONT Inc. filed a first petition to institute an inter partes review with the PTAB of the USPTO, alleging invalidity of the ’929 Patent. On September 25, 2018, ONT Inc. filed a second petition to institute an inter partes review of the ’929 Patent based on the same art and arguments as the first petition. ONT Inc. subsequently filed a motion to withdraw the first petition, which motion was granted. On January 11, 2019, we filed a preliminary response to the second petition outlining for the PTAB why the petition should be denied, and no review should be instituted. On March 26, 2019, the PTAB denied ONT Inc.’s petition for institution of the inter partes review for all claims of the ’929 Patent. Also related to the 1353 Action, on September 25, 2018, ONT Inc. filed a petition to institute an inter partes review with the PTAB of the USPTO, alleging invalidity of the ’056 Patent. On February 13, 2019, we filed a preliminary response to the second petition outlining for the PTAB why the petition should be denied and no review should be instituted. On March 25, 2019, ONT Inc. moved to withdraw its petition for institution of the inter partes review of the ’056 Patent, which motion was granted by the PTAB on March 26, 2019, thus terminating the proceedings. A claim construction (or “Markman”) hearing for the U.S. District Court matters was held on December 17, 2018. On March 6, 2019, a claim construction order construing various claim terms in the patents in suit was issued. A trial for the U.S. District Court matters is scheduled to occur in March 2020. Unrelated to the preceding matters, on September 26, 2019, Personal Genomics of Taiwan, Inc. (“PGI”) filed a complaint in the U.S. District Court for the District of Delaware against us for patent infringement (C.A. No. 19-cv-1810). The complaint is based on PGI’s U.S. Patent No. 7,767,441. We plan to vigorously defend in this matter. UK and German Court Proceedings On February 2, 2017, we filed a claim in the High Court of England and Wales against ONT Ltd. and Metrichor for infringement of Patent EP(UK) 3 045 542 (the “’542 Patent”), which is in the same patent family as the patents asserted in the USITC action referred to above. We sought remedies including injunctive relief, damages, and costs. On March 27, 2017, the defendants in the case filed their defense and counterclaim, denying infringement and seeking a declaration that the asserted patent is invalid. We filed our reply and defense to counterclaim on April 12, 2017. A case management conference was held on June 13, 2017. On August 31, 2017 we added a claim for infringement of a newly granted divisional, EP(UK) 3 170 904 (the “’904 Patent”). On December 22, 2017, ONT Ltd. added to the action a request for declaration of non-infringement of its 1D2 product. On January 12, 2018 we served reply to ONT Ltd.’s request for a declaration of non-infringement, asserting infringement of both patents by ONT’s 1D2 product. A trial for these matters was scheduled to occur in May 2018. On April 21, 2017, ONT Ltd. and Harvard University filed a claim against us in the High Court of England and Wales for infringement of Patent EP(UK) 1 192 453 (the “’453 Patent”), a patent owned by Harvard University and entitled “Molecular and atomic scale evaluation of biopolymers,” and for which ONT Ltd. alleges it holds an exclusive license. ONT Ltd. and Harvard University sought remedies including injunctive relief, damages, and costs. On April 25, 2017, ONT Ltd. announced that it also had filed a claim against us in the District Court of Mannheim, Germany, for infringement of the German version of the patent. On November 2, 2017, we filed our statement of defense in the German infringement matter and we also filed a separate nullity action in Germany to establish that the ’453 Patent is invalid. On December 6, 2017, we filed a cross-complaint in the German infringement matter alleging ONT Ltd.’s infringement in Germany of our ’542 Patent. The trial date for the German infringement matter and cross-complaint was set for July 27, 2018. A trial for the UK matter was scheduled to occur in March 2019. On May 8, 2018, the parties entered a settlement of all UK and German court proceedings pending as of such date. Under the terms of the settlement, ONT agreed not to make, dispose of, use or import any “2D” nanopore sequencing products, or to induce or assist others to carry out a “2D” sequencing process, in the UK or Germany, through the end of 2023. During this time, we agreed not to assert the ’542 Patent and ’904 Patent against either ONT or its customers in the UK or Germany. Accordingly, the High Court of England and Wales entered an order staying our UK action against ONT through the end of 2023. As part of the settlement, ONT and Harvard University dismissed their UK and German actions under the ’453 Patent and agreed not to assert the ’453 Patent against us or our customers through the end of 2023. We correspondingly agreed to dismiss our separate German nullity action seeking to invalidate the ’453 Patent, which expires on June 22, 2020. Related to these proceedings, on August 15, 2017, ONT Ltd. filed a notice of opposition to our ’542 Patent with the European Patent Office, and on August 16, 2017, an anonymous party filed a second notice of opposition to the same patent, each alleging invalidity of the patent. On April 5, 2018, we filed our response to the combined opposition. On January 22, 2019, an oral hearing in the matter occurred and the European Patent Office rendered a decision in favor of the opponents. We believe the European Patent Office erred in its decision and we intend to appeal the decision. The ’542 Patent will remain in effect while the appeal is pending. Our settlement agreement with ONT Ltd. and Harvard University will also remain in effect regardless of the outcome of the appeal. Also related to these proceedings, on May 16, 2018, ONT Ltd. filed a notice of opposition to our ’904 Patent with the European Patent Office alleging invalidity of the ’904 Patent. On October 11, 2018, we filed our response to the opposition. On July 16, 2019, an oral hearing in the matter occurred and the European Patent Office rendered a decision in favor of the opponents. We believe the European Patent Office erred in its decision and we intend to appeal the decision. The ’904 Patent will remain in effect while the appeal is pending. Our settlement agreement with ONT Ltd. and Harvard University will also remain in effect regardless of the outcome of the appeal. Litigation is inherently unpredictable, and it is too early in the proceedings to predict the outcome of these lawsuits or any impact they may have on us. As such, the estimated financial effect associated with these complaints cannot be made as of the date of filing of this Annual Report on Form 10-K. Litigation is a significant ongoing expense with an uncertain outcome, and has been in the past and may in the future be a material expense for us. Management believes this investment is important to protect our intellectual property position, even recognizing the uncertainty of the outcome. Other Proceedings From time to time, we may also be involved in a variety of other claims, lawsuits, investigations and proceedings relating to securities laws, product liability, patent infringement, contract disputes, employment and other matters that arise in the normal course of our business. In addition, third parties may, from time to time, assert claims against us in the form of letters and other communications. We record a provision for contingent losses when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. We currently do not believe that the ultimate outcome of any of the matters described above is probable or reasonably estimable, or that these matters will have a material adverse effect on our business; however, the results of litigation and claims are inherently unpredictable. Regardless of the outcome, litigation can have an adverse impact on us because of litigation and settlement costs, diversion of management resources and other factors. Indemnification Pursuant to Delaware law and agreements entered into with each of our directors and officers, we may have obligations, under certain circumstances, to hold harmless and indemnify each of our directors and officers against losses suffered or incurred by the indemnified party in connection with their service to us, and judgements, fines, settlements and expenses related to claims arising against such directors and officers to the fullest extent permitted under Delaware law, our bylaws and certificate of incorporation. We also enter and have entered into indemnification agreements with our directors and officers that may require us to indemnify them against liabilities that arise by reason of their status or service as directors or officers, except as prohibited by applicable law. In addition, we may have obligations to hold harmless and indemnify third parties involved with our fundraising efforts and their respective affiliates, directors, officers, employees, agents or other representatives against any and all losses, claims, damages and liabilities related to claims arising against such parties pursuant to the terms of agreements entered into between such third parties and us in connection with such fundraising efforts. To the extent that any such indemnification obligations apply to the lawsuits described above, any associated expenses incurred are included within the related accrued litigation expense amounts. No additional liability associated with such indemnification obligations has been recorded at September 30, 2019. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2019 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | NOTE 7. STOCKHOLDERS’ EQUITY Underwritten Public Equity Offering In August 2017, we filed a shelf registration statement on Form S-3 with the SEC pursuant to which we may, from time to time, sell up to an aggregate of $150.0 million of our common stock, preferred stock, depository shares, warrants, units or debt securities. On August 18, 2017, the registration statement was declared effective by the SEC, which allows us to access the capital markets for the three -year period following this effective date. However, in certain respects, the Merger Agreement currently limits our ability to issue additional securities or incur indebtedness, subject to certain limitations and exceptions, until the proposed Merger becomes effective or the Merger Agreement is terminated . In February 2018, we entered into an underwriting agreement , relating to the public offering of 12,500,000 shares of our common stock, $0.001 par value per share, at a price to the public of $2.40 per share. Under the terms of the underwriting agreement, we also granted the underwriters a 30 -day option to purchase up to an additional 1,875,000 shares of our common stock, which was subsequently exercised in full, and the offering as well as the sale of shares of common stock subject to the underwriters’ option, closed in February 2018. In total, we sold 14.4 million shares of our common stock at a price of $2.40 per share. We paid a commission equal to 4% of the gross proceeds from the sale of shares of our common stock under the underwriting agreement. The total net proceeds to us from the offering after deducting the underwriting discount were approximately $33.1 million, which excludes approximately $0.3 million of offering expenses. In September 2018, we entered into an underwriting agreement , relating to the public offering of 14,117,647 shares of our common stock, $0.001 par value per share, at a price to the public of $4.25 per share. Under the terms of the underwriting agreement, we also granted the underwriters a 30 -day option to purchase up to an additional 2,117,647 shares of our common stock, which was subsequently exercised in full, and the offering as well as the sale of shares of common stock subject to the underwriters’ option, closed in September 2018. In total, we sold 16.2 million shares of our common stock at a price of $4.25 per share. We paid a commission equal to 6% of the gross proceeds from the sale of shares of our common stock under the underwriting agreement. The total net proceeds to us from the offering after deducting the underwriting discount were approximately $64.9 million, excluding approximately $0.2 million of offering expenses. In total, for the year ended December 31, 2018, we issued 30.6 million shares of our common stock through our two underwritten public offerings with a weighted average offering price of $3.38 per share. The total net proceeds to us from the two offerings, after deducting the underwriting commissions and offering expenses, were approximately $97.5 million. Subject to certain exceptions set forth in our Facility Agreement, holders of our Notes may elect to receive up to 25% of the net proceeds from financing activities that include an equity component as prepayment of the Notes to be applied first, to accrued and unpaid interest and second, to principal. However, in both February 2018 and September 2018, holders representing a majority of the aggregate principal amount of the outstanding Notes waived such right in connection with the issuance and sale of shares of common stock in our public offering. Equity Plans As of September 30, 2019, we had three active equity compensation plans: the 2010 Equity Incentive Plan (“2010 Plan”) , the 2010 Outside Director Equity Incentive Plan ( “2010 Director Plan”) , and the 2010 Employee Stock Purchase Plan (“ESPP”). Under the 2010 Plan, with the approval of the Compensation Committee of the Board of Directors, we may grant restricted stock, RSU, stock appreciation rights and new shares of common stock upon exercise of stock options. In January 2019, an additional 7.5 million shares were reserved under the 2010 Plan, and an additional 3.0 million shares were reserved under the ESPP pursuant to the evergreen provisions thereof. Stock Options The following table summarizes stock option activity for all our stock option plans for the nine months ended September 30, 2019 (in thousands, except per share amounts): Stock Options Outstanding Weighted Shares available Number average for grant of shares Exercise price exercise price Balances, December 31, 2018 12,279 25,176 $ 1.16 – 16.00 $ 5.66 Additional shares reserved 7,512 Options granted — — — — Options exercised — (1,157) 1.16 – 7.05 4.84 Options canceled 971 (971) 2.54 – 16.00 8.33 Balances, September 30, 2019 20,762 23,048 $ 1.16 – 16.00 $ 5.59 Restricted Stock Units, or “RSUs” Time-based RSUs Beginning in the three months ended March 31, 2018, the Compensation Committee of the Board of Directors has approved awards of RSUs with time-based vesting under the 2010 Plan to certain employees. Each RSU represents one equivalent share of our common stock to be awarded after the vesting period. These RSUs vest over four years at a rate of 25% annually. The fair value for these RSUs is based on the closing price of our common stock on the date of grant. We measure compensation expense for these RSUs at fair value on the date of grant and recognize the expense over the expected vesting period on a straight-line basis. The RSUs do not entitle participants to the rights of holders of common stock, such as voting rights, until the shares are issued. RSUs that are expected to vest are net of estimated future forfeitures. The following table summarizes the time-based RSUs activity for the nine months ended September 30, 2019 (in thousands, except per share amounts): Weighted average Number grant date of shares fair value RSUs outstanding at December 31, 2018 371 $ 3.20 RSUs granted 854 7.16 RSUs vested (80) 2.58 RSUs forfeited (51) 5.66 Unvested RSUs outstanding at September 30, 2019 1,094 $ 6.22 For the three and nine m onths ended September 30, 2019, we recognized compensation expense of $1.4 million and $3.4 million, respectively, related t o time-based RSUs. Performance-based RSUs During the three months ended March 31, 2018, the Compensation Committee of the Board of Directors approved awards of RSUs with performance-based vesting under the 2010 Plan to certain employees. Each RSU represents one equivalent share of our common stock to be awarded upon vesting at the end of the performance periods, if specific performance goals set by the Compensation Committee of the Board of Directors are achieved. No RSUs with performance-based vesting will vest if the performance goals are not met. The fair value of these RSUs is based on the closing price of our common stock on the date of grant. We make a quarterly probability assessment as to whether the performance goals will be achieved. Changes in our assessment of the probability of vesting results in adjustments to stock-based compensation, which may include either a cumulative catch-up of expense or a reduction of expense depending on whether the likelihood of vesting has increased or decreased, that is recognized in the period such determination is made. The RSUs do not entitle participants to the rights of holders of common stock, such as voting rights, until the shares are issued. RSUs that are expected to vest are net of estimated future forfeitures. The following table summarizes the performance-based RSUs activity for the nine months ended September 30, 2019 (in thousands, except per share amounts): Weighted average Number grant date of shares fair value PSUs outstanding at December 31, 2018 586 $ 2.58 PSUs granted — — PSUs vested (204) 2.57 PSUs forfeited (244) 2.57 Unvested PSUs outstanding at September 30, 2019 138 $ 2.63 For the three and nine months ended September 30, 2019, we recognized compensation expense of $23,000 and $53,000 , respectively, related to the performance-based RSUs. ESPP shares Shares issued under our ESPP totaled 1,306,329 and 1,674,960 shares during the nine months ended September 30, 2019 and 2018, respectively. As of September 30, 2019, 3,651,066 shares of our common stock remain available for issuance under our ESPP. Pursuant to the terms of the Merger Agreement, the ESPP was terminated after the completion of the purchase period ended March 1, 2019. Stock-Based Compensation The following table summarizes the stock-based compensation expense for stock options, RSUs and shares from the ESPP for the three and nine months ended September 30, 2019 and 2018, respectively (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Cost of revenue $ 450 $ 608 $ 1,406 $ 1,905 Research and development 1,906 2,207 5,836 6,658 Sales, general and administrative 1,706 2,310 5,290 7,068 Total stock-based compensation expense $ 4,062 $ 5,125 $ 12,532 $ 15,631 W e estimated the fair value of employee stock options on the grant date using the Black-Scholes option pricing model. The estimated fair value of employee stock options is amortized on a straight-line basis over the requisite service period of the awards. We did no t grant any stock options during the three and nine months ended September 30, 2019. Three Months Ended September 30, Nine Months Ended September 30, Stock Option 2019 2018 2019 2018 Expected term in years — 5.2 — 5.2 Expected volatility — 65% — 67% Risk-free interest rate — 2.8% — 2.5% Dividend yield — — — — We estimate the value of employee stock purchase rights on the grant date using the Black-Scholes option pricing model. Pursuant to the terms of the Merger Agreement, the ESPP was terminated after the completion of the purchase period ended March 1, 2019. As such there will be no more offerings after March 1, 2019 and there were no new Black-Scholes calculations performed to calculate the fair value of new purchase rights granted for the three and nine months ended September 30, 2019. Three Months Ended September 30, Nine Months Ended September 30, ESPP 2019 2018 2019 2018 Expected term in years — 0.5 -2.0 — 0.5 -2.0 Expected volatility — 65% — 65% - 67% Risk-free interest rate — 1.3% -2.7% — 1.3% -2.7% Dividend yield — — — — |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2019 | |
Revenue [Abstract] | |
Revenue | NOTE 8. REVENUE As of September 30, 2019, we had a total of $7.8 million of deferred service revenue from our service contracts, $6.4 million of which was recorded as “Deferred service revenue, current” to be recognized over the next year and the remaining $1.4 million was recorded as “Deferred service revenue, non-current” to be recognized in the next 2 to 4 years. Revenue recorded in the three and nine months ended September 30, 2019 includes $1.3 million and $5.7 million , respectively, of previously deferred revenue that was included in “Deferred service revenue, current” as of December 31, 2018. Contract assets as of September 30, 2019 and December 31, 2018 were not material. As of September 30, 2019, we had a total of $0.4 million of deferred commissions included in “Prepaid expenses and other current assets” which is recognized as the related revenue is recognized . Additionally, as a practical expedient, we expense costs to obtain a contract as incurred if the amortization period would have been a year or less. A summary of our revenue by geographic location for the three and nine months ended September 30 , 2019 and 2018 is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 North America $ 10,393 $ 8,960 $ 33,165 $ 25,974 Europe (including the Middle East and Africa) 4,940 2,914 11,423 10,614 Asia Pacific 6,582 6,286 18,373 22,512 Total $ 21,915 $ 18,160 $ 62,961 $ 59,100 A summary of our revenue by category for the three and nine months ended September 30, 2019 and 2018 is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2019 2018 2019 2018 Instrument revenue $ 11,583 $ 6,296 $ 29,870 $ 21,965 Consumable revenue 6,901 8,854 23,321 27,952 Product revenue 18,484 15,150 53,191 49,917 Service and other revenue 3,431 3,010 9,770 9,183 Total revenue $ 21,915 $ 18,160 $ 62,961 $ 59,100 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policy) | 9 Months Ended |
Sep. 30, 2019 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation In the opinion of management, our accompanying unaudited Condensed Consolidated Financial Statements (“Financial Statements”) have been prepared on a consistent basis with our December 31, 2018 audited Consolidated Financial Statements and include all adjustments, consisting of only normal recurring adjustments, necessary to fairly state the information set forth herein. The Financial Statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) and, as permitted by such rules and regulations, omit certain information and footnote disclosures necessary to present the statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). These Financial Statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2018. The results of operations for the three and nine months ended September 30, 2019 are not necessarily indicative of the results to be expected for the entire year or any future periods. The consolidated financial statements include the accounts of Pacific Biosciences and our wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes to the financial statements. Our estimates include, but are not limited to, the valuation of inventory, the determination of stand-alone selling prices for revenue recognition, the valuation of a financing derivative and long-term notes, the valuation and recognition of share-based compensation, the expected renewal period for service contracts, the useful lives assigned to long-lived assets, the computation of provisions for income taxes and the determination of the internal borrowing rate used in calculating the operating lease right-of-use assets and operating lease liabilities. Actual results could differ materially from these estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amount of our accounts receivable, prepaid expenses, other current assets, accounts payable, accrued expenses and other liabilities, current, approximate fair value due to their short maturities. The fair value hierarchy established under U.S. GAAP requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair value are as follows: · Level 1: quoted prices in active markets for identical assets or liabilities; · Level 2: inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and · Level 3: unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. We consider an active market as one in which transactions for the asset or liability occurs with sufficient frequency and volume to provide pricing information on an ongoing basis. Conversely, we view an inactive market as one in which there are few transactions for the asset or liability, the prices are not current, or price quotations vary substantially either over time or among market makers. Where appropriate, our non-performance risk, or that of our counterparty, is considered in determining the fair values of liabilities and assets, respectively. We classify our cash deposits and money market funds within Level 1 of the fair value hierarchy because they are valued using bank balances or quoted market prices. We classify our investments as Level 2 instruments based on market pricing and other observable inputs. We did not classify any of our investments within Level 3 of the fair value hierarchy. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the entire fair value measurement requires management to make judgments and consider factors specific to the asset or liability. Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table sets forth the fair value of our financial assets and liabilities that were measured on a recurring basis as of September 30, 2019 and December 31, 2018 respectively: September 30, 2019 December 31, 2018 (in thousands) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets Cash and cash equivalents: Cash and money market funds $ 18,505 $ — $ — $ 18,505 $ 18,844 $ — $ — $ 18,844 Commercial paper — 14,579 — 14,579 — — — — Total cash and cash equivalents 18,505 14,579 — 33,084 18,844 — — 18,844 Investments: Commercial paper — 12,118 — 12,118 — 53,469 — 53,469 Corporate debt securities — 4,002 — 4,002 — 10,214 — 10,214 US government & agency securities — — — — — 19,827 — 19,827 Total investments — 16,120 — 16,120 — 83,510 — 83,510 Long-term restricted cash: Certified deposits 4,000 — — 4,000 4,500 — — 4,500 Total assets measured at fair value $ 22,505 $ 30,699 $ — $ 53,204 $ 23,344 $ 83,510 $ — $ 106,854 Liabilities Financing derivative $ — $ — $ — $ — $ — $ — $ 16 $ 16 Total liabilities measured at fair value $ — $ — $ — $ — $ — $ — $ 16 $ 16 The estimated fair value of the Financing Derivative liability was determined using Level 3 inputs, or significant unobservable inputs. During the three months ended September 30, 2019, there were no transfers between Level 1, Level 2, or Level 3 assets or liabilities reported at fair value on a recurring basis and our valuation techniques did not change compared to the prior year. Financial Assets and Liabilities Not Measured at Fair Value on a Recurring Basis We determined the fair value of the Notes from the debt facility that we entered into during the first quarter of 2013 using Level 3 inputs, or significant unobservable inputs. The value of the Notes was determined by comparing the difference between the fair value of the Notes with and without the Financing Derivative by calculating the respective present values from future cash flows using 7.7% and 9.6% weighted average market yield at September 30, 2019 and December 31, 2018, respectively. Refer to Note 5. Notes Payable for additional details regarding the Notes. The estimated fair value and carrying value of the Notes are as follows (in thousands): September 30, 2019 December 31, 2018 Fair Value Carrying Value Fair Value Carrying Value Notes payable $ 16,069 $ 15,546 $ 15,915 $ 14,659 |
Net Loss per Share | Net Loss per Share The following outstanding common stock options, restricted stock units, or “RSUs”, with time-based vesting and RSUs with performance-based vesting, were excluded from the computation of diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect. See Note 7. Stockholders’ Equity for detailed information on RSUs with time-based vesting and RSUs with performance-based vesting. Nine Months Ended September 30, (in thousands) 2019 2018 Options to purchase common stock 23,048 27,397 RSUs with time-based vesting 1,094 349 RSUs with performance-based vesting 138 634 |
Concentration and Other Risks | Concentration and Other Risks For the three and nine months ended September 30, 2019, one of our customers, Gene Company Limited, accounted for approximately 18% and 14% of our total revenue, respectively. For the three and nine months ended September 30, 2018, one of our customers, Gene Company Limited, accounted for approximately 20% and 28% of our total revenue, respectively. Gene Company Limited is our distributor in China. |
Going Concern | Going Concern Cash, cash equivalents and investments, excluding restricted cash, at September 30, 2019 totaled $49.2 m illion , compared to $102.4 million at December 31, 2018. Our net cash used for operating activities for the nine-month period ended September 30, 2019 was $60.1 m illion. Due to our continued losses and operating cash needs as well as significant legal expenses we have incurred and continue to incur in connection with the Merger Agreement, we believe that the timely receipt of the Continuation Advances, the Reverse Termination Fee or other remedies we may receive if the Merger Agreement is terminated under certain circumstances will be necessary to alleviate substantial doubt about our ability to meet the repayment obligation of approximately $16.0 million in aggregate principal amount of our Notes, as defined below, that mature in February 2020 and to fund our projected operating requirements for at least twelve months from the date of filing of this Quarterly Report on Form 10-Q. The Merger Agreement provides for the payment to the Company of the Reverse Termination Fee in connection with a termination of the Merger Agreement by either the Company or Illumina after the End Time (as defined in the Merger Agreement) (subject to (i) the satisfaction of conditions that the Company reasonably believes to be within its control; (ii) the absence of a Company Material Adverse Effect (as defined in the Merger Agreement); and (iii) the non-occurrence of specified legal restraints). However, the Company’s right to receive the Reverse Termination Fee is not conditioned on the receipt of applicable antitrust or competition law approvals. The Reverse Termination Fee will not be available in all instances in which the Merger Agreement is terminated, and no assurance can be given that it will be received by the Company. In addition, in certain circumstances we may have to repay the Continuation Advances, which is described in detail in Note 1. Overview. However, if the Merger Agreement is terminated and we are unable to obtain sufficient funds pursuant to the Merger Agreement, or if such funds are not received on a timely basis, we will need to raise additional capital or may be unable to meet our debt repayment obligations for our outstanding Notes discussed above. If we are unable to repay our indebtedness when due and payable, debt holders could proceed against the collateral granted to them to secure such indebtedness. We have pledged substantially all of our property and interests in property, including our intellectual property, as collateral under our existing debt. To the extent we raise additional funds through the sale of equity or convertible debt, the issuance of such securities will result in dilution to our stockholders. There can be no assurance that such additional capital will be available on favorable terms, or at all, particularly in light of restrictions under our debt agreement and the Merger Agreement. If we are unable to raise additional capital on favorable terms, or at all, we may have to reduce our cash burn rate and may not be able to support our commercialization efforts, or to increase or maintain the level of our research and development activities. If we are unable to generate sufficient cash flows or to raise adequate funds to finance our forecasted expenditures, including our debt payment obligations in February 2020, we may have to make significant changes to our operations including delaying or reducing the scope of or eliminating some or all of our development programs. We also may have to reduce sales, marketing, engineering, customer support or other resources devoted to our existing or new products, or we may have to cease operations. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Issued Accounting Standards In August 2018, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU No. 2018-13, Fair Value Measurement (Topic 820 ): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement. This ASU modifies the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement. The guidance is effective for annual and interim reporting periods beginning after December 15, 2019. Early adoption is permitted. We are currently evaluating the impact of ASU No. 2018-13 on our consolidated financial statements and disclosures. In June 2016, the Financial Accounting Standards Board, or FASB , issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments , or ASU 2016-13, which changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which will generally result in earlier recognition of allowances for losses. ASU 2016-13 is effective for annual and interim periods beginning after December 15, 2019 and early adoption is permitted for annual and interim periods beginning after December 15, 2018. We plan to adopt ASU 2016-13 on January 1, 2020. However, we are still in the process of assessing the impact of the new standard on our results of operations and financial position. Recently Adopted Accounting Standards Adoption of ASU 2018-07 In June 2018, the FASB issued ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting , to simplify the accounting for nonemployee share-based payment transactions by expanding the scope of Accounting Standards Codification, or ASC, Topic 718, Compensation - Stock Compensation, to include share-based payment transactions for acquiring goods and services from nonemployees. Under the new standard, most of the guidance on stock compensation payments to nonemployees would be aligned with the requirements for share-based payments granted to employees. This standard is effective for annual reporting periods beginning after December 15, 2018, including interim reporting periods within those annual reporting periods, with early adoption permitted. We adopted this standard beginning on January 1, 2019 and the adoption of this standard did not have a material impact on our condensed consolidated financial statements for the three and nine months ended September 30, 2019. Adoption of ASU 2018-02 In February 2018, the FASB issued ASU 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , that allows for an entity to elect to reclassify the income tax effects on items within accumulated other comprehensive income resulting from U.S. tax reform to retained earnings. The guidance is effective for fiscal years beginning after December 15, 2018 with early adoption permitted, including interim periods within those years. We adopted this standard beginning in January 1, 2019 and the adoption of this standard did not have a material impact on our condensed consolidated financial statements for the three and nine months ended September 30, 2019. Adoption of ASC 842 On January 1, 2019, we adopted the FASB Accounting Standards Codification, or ASC, Topic 842, Leases , or ASC 842, which requires the recognition of the right-of-use assets and related operating and finance lease liabilities on the condensed consolidated balance sheet. As permitted by ASC 842, we elected the adoption date of January 1, 2019, which is the date of initial application. As a result, the condensed consolidated balance sheet prior to January 1, 2019 was not restated, continues to be reported under ASC Topic 840, Leases , or ASC 840, which did not require the recognition of operating lease liabilities on the condensed consolidated balance sheet, and is not comparative. The expense recognition for operating leases under ASC 842 is substantially consistent with ASC 840. As a result, there is no significant difference in our results of operations presented in our condensed consolidated statements of operations and comprehensive loss for each period presented. We adopted ASC 842 using a modified retrospective approach for leases existing at January 1, 2019. The adoption of ASC 842 had a substantial impact on our balance sheet. The most significant impact was the recognition of the operating lease right-of-use assets and the liability for operating leases. Accordingly, adoption of this standard resulted in the recognition of operating lease right-of-use assets of $35.5 million and operating lease liabilities of $49.2 million comprised of $3.4 million of current operating lease liabilities and $45.8 million of non-current operating lease liabilities on the condensed consolidated balance sheet as of January 1, 2019. As permitted under ASC 842, we elected several practical expedients that permit us: · to not reassess whether a contract is or contains a lease; · to not reassess the lease classification; · to not reassess the initial direct costs as of the adoption date; · to not recognize right-of-use assets and lease liabilities for short-term leases that have a term of 12 months or less; and · to not separate non-lease components for real estate leases. The application of the practical expedients did not have a significant impact on the measurement of the operating lease liabilities. Service and other revenue can include some revenue from instrument lease agreements. Instrument leases are generally classified as operating-type leases and revenue from these leases is recognized on a straight-line basis over the respective lease term. Lease income was not material in fiscal 2018 or for the three and nine months ended September 30, 2019. Disclosure related to the amount, timing and uncertainty of cash flows arising from operating leases are included in “Leases” section of Note 6. Commitments and Contingencies. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Assets and Liabilities Measured at Fair Value on a Recurring Basis | September 30, 2019 December 31, 2018 (in thousands) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets Cash and cash equivalents: Cash and money market funds $ 18,505 $ — $ — $ 18,505 $ 18,844 $ — $ — $ 18,844 Commercial paper — 14,579 — 14,579 — — — — Total cash and cash equivalents 18,505 14,579 — 33,084 18,844 — — 18,844 Investments: Commercial paper — 12,118 — 12,118 — 53,469 — 53,469 Corporate debt securities — 4,002 — 4,002 — 10,214 — 10,214 US government & agency securities — — — — — 19,827 — 19,827 Total investments — 16,120 — 16,120 — 83,510 — 83,510 Long-term restricted cash: Certified deposits 4,000 — — 4,000 4,500 — — 4,500 Total assets measured at fair value $ 22,505 $ 30,699 $ — $ 53,204 $ 23,344 $ 83,510 $ — $ 106,854 Liabilities Financing derivative $ — $ — $ — $ — $ — $ — $ 16 $ 16 Total liabilities measured at fair value $ — $ — $ — $ — $ — $ — $ 16 $ 16 |
Estimated Fair Value and Carrying Value of Notes | September 30, 2019 December 31, 2018 Fair Value Carrying Value Fair Value Carrying Value Notes payable $ 16,069 $ 15,546 $ 15,915 $ 14,659 |
Anti-dilutive Shares Excluded from Computation of Diluted Net Loss per Share | Nine Months Ended September 30, (in thousands) 2019 2018 Options to purchase common stock 23,048 27,397 RSUs with time-based vesting 1,094 349 RSUs with performance-based vesting 138 634 |
Cash, Cash Equivalents and In_2
Cash, Cash Equivalents and Investments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Cash, Cash Equivalents and Investments [Abstract] | |
Summary of Cash, Cash Equivalents and Investments | As of September 30, 2019 Gross Gross Amortized unrealized unrealized Fair Cost gains losses Value Cash and cash equivalents: Cash and money market funds $ 18,505 $ — $ — $ 18,505 Commercial paper 14,579 — — 14,579 Total cash and cash equivalents 33,084 — — 33,084 Investments: Commercial paper 12,117 1 — 12,118 Corporate debt securities 3,992 10 — 4,002 Total investments 16,109 11 — 16,120 Total cash, cash equivalents and investments $ 49,193 $ 11 $ — $ 49,204 Long-term restricted cash: Certified deposits $ 4,000 $ — $ — $ 4,000 As of December 31, 2018 Gross Gross Amortized unrealized unrealized Fair Cost gains losses Value Cash and cash equivalents: Cash and money market funds $ 18,844 $ — $ — $ 18,844 Total cash and cash equivalents 18,844 — — 18,844 Investments: Commercial paper 53,493 — (24) 53,469 Corporate debt securities 10,223 3 (12) 10,214 US government & agency securities 19,830 — (3) 19,827 Total investments 83,546 3 (39) 83,510 Total cash, cash equivalents and investments $ 102,390 $ 3 $ (39) $ 102,354 Long-term restricted cash: Certified deposits $ 4,500 $ — $ — $ 4,500 |
Summary of Contractual Maturities of Cash Equivalents and Available-for-Sale Investments | (in thousands) Fair Value Due in one year or less $ 30,699 Total investments $ 30,699 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Balance Sheet Components [Abstract] | |
Components of Inventory | September 30, December 31, (in thousands) 2019 2018 Purchased materials $ 5,193 $ 6,222 Work in process 3,874 7,341 Finished goods 6,000 4,315 Inventory $ 15,067 $ 17,878 |
Notes Payable (Tables)
Notes Payable (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Notes Payable [Abstract] | |
Schedule of Payments due under Notes Payabe | Amount Years ending December 31, (in thousands) Remainder of 2019 $ 353 2020 16,491 Total remaining payments 16,844 Less: interest and discounts (1,298) Notes payable $ 15,546 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies [Abstract] | |
Schedule of Amount, Timing and Uncertainty of Cash Flows from Operating Leases | Maturity of Lease Liabilities Amount Years ending December 31, (in thousands) Remaining of 2019 $ 1,772 2020 7,150 2021 7,305 2022 7,488 2023 7,704 Thereafter 31,518 Total undiscounted operating lease payments 62,937 Less: imputed interest (16,245) Present value of operating lease liabilities $ 46,692 Balance Sheet Classification Operating lease liabilities, current $ 3,724 Operating lease liabilities, non-current 42,968 Total operating lease liabilities $ 46,692 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Stockholders' Equity [Abstract] | |
Summary of Stock Option Activity | Stock Options Outstanding Weighted Shares available Number average for grant of shares Exercise price exercise price Balances, December 31, 2018 12,279 25,176 $ 1.16 – 16.00 $ 5.66 Additional shares reserved 7,512 Options granted — — — — Options exercised — (1,157) 1.16 – 7.05 4.84 Options canceled 971 (971) 2.54 – 16.00 8.33 Balances, September 30, 2019 20,762 23,048 $ 1.16 – 16.00 $ 5.59 |
Summary of Time-Based RSUs Activity | Weighted average Number grant date of shares fair value RSUs outstanding at December 31, 2018 371 $ 3.20 RSUs granted 854 7.16 RSUs vested (80) 2.58 RSUs forfeited (51) 5.66 Unvested RSUs outstanding at September 30, 2019 1,094 $ 6.22 |
Summary of Performance-Based RSUs Activity | Weighted average Number grant date of shares fair value PSUs outstanding at December 31, 2018 586 $ 2.58 PSUs granted — — PSUs vested (204) 2.57 PSUs forfeited (244) 2.57 Unvested PSUs outstanding at September 30, 2019 138 $ 2.63 |
Schedule of Stock-Based Compensation Expense | Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Cost of revenue $ 450 $ 608 $ 1,406 $ 1,905 Research and development 1,906 2,207 5,836 6,658 Sales, general and administrative 1,706 2,310 5,290 7,068 Total stock-based compensation expense $ 4,062 $ 5,125 $ 12,532 $ 15,631 |
Schedule of Fair Value of Employee Stock Options | Three Months Ended September 30, Nine Months Ended September 30, Stock Option 2019 2018 2019 2018 Expected term in years — 5.2 — 5.2 Expected volatility — 65% — 67% Risk-free interest rate — 2.8% — 2.5% Dividend yield — — — — |
Schedule of Fair Value of Employee Stock Purchase Plan | Three Months Ended September 30, Nine Months Ended September 30, ESPP 2019 2018 2019 2018 Expected term in years — 0.5 -2.0 — 0.5 -2.0 Expected volatility — 65% — 65% - 67% Risk-free interest rate — 1.3% -2.7% — 1.3% -2.7% Dividend yield — — — — |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue [Abstract] | |
Schedule of Revenue by Geographic Location | Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 North America $ 10,393 $ 8,960 $ 33,165 $ 25,974 Europe (including the Middle East and Africa) 4,940 2,914 11,423 10,614 Asia Pacific 6,582 6,286 18,373 22,512 Total $ 21,915 $ 18,160 $ 62,961 $ 59,100 |
Summary of Revenue by Category | Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2019 2018 2019 2018 Instrument revenue $ 11,583 $ 6,296 $ 29,870 $ 21,965 Consumable revenue 6,901 8,854 23,321 27,952 Product revenue 18,484 15,150 53,191 49,917 Service and other revenue 3,431 3,010 9,770 9,183 Total revenue $ 21,915 $ 18,160 $ 62,961 $ 59,100 |
Overview (Narrative) (Details)
Overview (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 03, 2020 | Nov. 01, 2019 | Oct. 01, 2019 | Sep. 30, 2019 | Mar. 02, 2020 | Jan. 02, 2020 | Dec. 02, 2019 | Nov. 01, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||||||
Reverse terminantion fee | $ 98 | |||||||
Period in which company must repay continuation advances if change-of-controll transaction is entered into with third party | 2 years | |||||||
Equity or debt financing that must be raised in a single transaction | $ 100 | |||||||
Possible termination fee | $ 43 | |||||||
Illumina, FC Ops Corp [Member] | Pacific Biosciences of California, Inc. [Member] | ||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||||||
Purchase price, per share amount | $ 8 | |||||||
Payments due for merger | $ 6 | |||||||
Merger payments made | $ 6 | |||||||
Illumina, FC Ops Corp [Member] | Pacific Biosciences of California, Inc. [Member] | Forecast [Member] | ||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||||||
Payments due for merger | $ 6 | $ 6 | $ 6 | |||||
Merger payments made | $ 22 | |||||||
Subsequent Event [Member] | Illumina, FC Ops Corp [Member] | Pacific Biosciences of California, Inc. [Member] | ||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ||||||||
Payments due for merger | $ 6 | |||||||
Merger payments made | $ 6 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Narrative) (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019USD ($)customer | Sep. 30, 2018customer | Sep. 30, 2019USD ($)customer | Sep. 30, 2018customer | Jan. 01, 2019USD ($) | Dec. 31, 2018USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||||||
Fair value assets/liabilities transfer between levels | $ 0 | |||||
Future cash flows weighted average market yield | 7.70% | 7.70% | 9.60% | |||
Cash, cash equivalents, and investments, excluding restricted cash | $ 49,200,000 | $ 49,200,000 | $ 102,400,000 | |||
Net cash used in operating activities, excluding restricted cash | 60,100,000 | |||||
Operating lease right-of-use assets, net | 33,510,000 | 33,510,000 | $ 35,500,000 | |||
Operating lease liability | 46,692,000 | 46,692,000 | 49,200,000 | |||
Operating lease liabilities, current | 3,724,000 | 3,724,000 | 3,400,000 | |||
Operating lease liabilities, non-current | $ 42,968,000 | $ 42,968,000 | $ 45,800,000 | |||
Gene Company Limited [Member] | Sales Revenue, Net [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Number of individual customers | customer | 1 | 1 | 1 | 1 | ||
Concentration risk, percentage | 18.00% | 20.00% | 14.00% | 28.00% | ||
Notes [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Aggregate principal amount | $ 16,000,000 | $ 16,000,000 | ||||
Maturity date | Feb. 29, 2020 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Summary of Assets and Liabilities Measured at Fair Value on a Recurring Basis) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Assets | ||
Total assets measured at fair value | $ 53,204 | $ 106,854 |
Liabilities | ||
Financing derivative | 16 | |
Total liabilities measured at fair value | 16 | |
Cash and cash equivalents [Member] | ||
Assets | ||
Total cash and cash equivalents | 33,084 | 18,844 |
Cash and money market funds [Member] | ||
Assets | ||
Total cash and cash equivalents | 18,505 | 18,844 |
Commercial paper [Member] | ||
Assets | ||
Total cash and cash equivalents | 14,579 | |
Investments [Member] | ||
Assets | ||
Total investments | 16,120 | 83,510 |
Commercial paper, not included with cash and cash equivalents [Member] | ||
Assets | ||
Total investments | 12,118 | 53,469 |
Corporate debt securities [Member] | ||
Assets | ||
Total investments | 4,002 | 10,214 |
U.S. government and agency securities, not included with cash and cash equivalents [Member] | ||
Assets | ||
Total investments | 19,827 | |
Certified deposits [Member] | ||
Assets | ||
Long-term restricted cash | 4,000 | 4,500 |
Level 1 [Member] | ||
Assets | ||
Total assets measured at fair value | 22,505 | 23,344 |
Level 1 [Member] | Cash and cash equivalents [Member] | ||
Assets | ||
Total cash and cash equivalents | 18,505 | 18,844 |
Level 1 [Member] | Cash and money market funds [Member] | ||
Assets | ||
Total cash and cash equivalents | 18,505 | 18,844 |
Level 1 [Member] | Certified deposits [Member] | ||
Assets | ||
Long-term restricted cash | 4,000 | 4,500 |
Level 2 [Member] | ||
Assets | ||
Total assets measured at fair value | 30,699 | 83,510 |
Level 2 [Member] | Cash and cash equivalents [Member] | ||
Assets | ||
Total cash and cash equivalents | 14,579 | |
Level 2 [Member] | Commercial paper [Member] | ||
Assets | ||
Total cash and cash equivalents | 14,579 | |
Level 2 [Member] | Investments [Member] | ||
Assets | ||
Total investments | 16,120 | 83,510 |
Level 2 [Member] | Commercial paper, not included with cash and cash equivalents [Member] | ||
Assets | ||
Total investments | 12,118 | 53,469 |
Level 2 [Member] | Corporate debt securities [Member] | ||
Assets | ||
Total investments | $ 4,002 | 10,214 |
Level 2 [Member] | U.S. government and agency securities, not included with cash and cash equivalents [Member] | ||
Assets | ||
Total investments | 19,827 | |
Level 3 [Member] | ||
Liabilities | ||
Financing derivative | 16 | |
Total liabilities measured at fair value | $ 16 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Estimated Fair Value and Carrying Value of Notes) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Estimated Fair Value [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Notes payable | $ 16,069 | $ 15,915 |
Carrying Value [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Notes payable | $ 15,546 | $ 14,659 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Anti-Dilutive Shares Excluded from Computation of Diluted Net Loss per Share) (Details) - shares shares in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Stock Options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive shares outstanding excluded from computation | 23,048 | 27,397 |
RSUs with Time-Based Vesting [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive shares outstanding excluded from computation | 1,094 | 349 |
RSUs with Performance-Based Vesting [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive shares outstanding excluded from computation | 138 | 634 |
Cash, Cash Equivalents and In_3
Cash, Cash Equivalents and Investments (Summary of Cash, Cash Equivalents and Investments) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | $ 49,193 | $ 102,390 |
Gross unrealized gains | 11 | 3 |
Gross unrealized losses | (39) | |
Fair value | 49,204 | 102,354 |
Cash and cash equivalents [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | 33,084 | 18,844 |
Gross unrealized gains | ||
Gross unrealized losses | ||
Fair value | 33,084 | 18,844 |
Cash and money market funds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | 18,505 | 18,844 |
Gross unrealized gains | ||
Gross unrealized losses | ||
Fair value | 18,505 | 18,844 |
Commercial paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | 14,579 | |
Gross unrealized gains | ||
Gross unrealized losses | ||
Fair value | 14,579 | |
Investments [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | 16,109 | 83,546 |
Gross unrealized gains | 11 | 3 |
Gross unrealized losses | (39) | |
Fair value | 16,120 | 83,510 |
Commercial paper, not included with cash and cash equivalents [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | 12,117 | 53,493 |
Gross unrealized gains | 1 | |
Gross unrealized losses | (24) | |
Fair value | 12,118 | 53,469 |
Corporate debt securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | 3,992 | 10,223 |
Gross unrealized gains | 10 | 3 |
Gross unrealized losses | (12) | |
Fair value | 4,002 | 10,214 |
U.S. government and agency securities, not included with cash and cash equivalents [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | 19,830 | |
Gross unrealized gains | ||
Gross unrealized losses | (3) | |
Fair value | 19,827 | |
Certified deposits [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | 4,000 | 4,500 |
Gross unrealized gains | ||
Gross unrealized losses | ||
Fair value | $ 4,000 | $ 4,500 |
Cash, Cash Equivalents and In_4
Cash, Cash Equivalents and Investments (Summary of Contractual Maturities of Cash Equivalents and Available-for-Sale Investments) (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Cash, Cash Equivalents and Investments [Abstract] | |
Due in one year or less | $ 30,699 |
Total investments | $ 30,699 |
Balance Sheet Components (Compo
Balance Sheet Components (Components of Inventory) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Balance Sheet Components [Abstract] | ||
Purchased materials | $ 5,193 | $ 6,222 |
Work in process | 3,874 | 7,341 |
Finished goods | 6,000 | 4,315 |
Inventory | $ 15,067 | $ 17,878 |
Notes Payable (Narrative) (Deta
Notes Payable (Narrative) (Details) | Jun. 23, 2017USD ($)item | Feb. 28, 2013USD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | ||||
Future cash flows weighted average market yield | 7.70% | 9.60% | ||
Fair value of the financing derivative | $ 0 | $ 16,000 | ||
Facility Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from issuance of debt | $ 20,500,000 | |||
Facility agreement period | 7 years | |||
Proceeds from issuance of debt agreement, net of issuance costs | $ 20,000,000 | |||
Facility fee | $ 500,000 | |||
Percentage of net proceeds from out side financing or equity component | 25.00% | |||
Cash and cash equivalent minimum amount quarterly required | $ 2,000,000 | |||
Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from issuance of debt | $ 20,500,000 | |||
Debt instrument, stated interest rate | 8.75% | |||
Percentage of net proceeds from out side financing or equity component | 25.00% | 25.00% | ||
Repayment of notes payable | $ 4,500,000 | |||
Number of Notes holders paid | item | 1 | |||
Aggregate principal amount | $ 16,000,000 | |||
Maturity date | Feb. 29, 2020 |
Notes Payable (Schedule of Paym
Notes Payable (Schedule of Payments due under Notes Payabe) (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Notes Payable [Abstract] | |
Remainder of 2019 | $ 353 |
2020 | 16,491 |
Total remaining payments | 16,844 |
Less: interest and discounts | (1,298) |
Notes payable | $ 15,546 |
Commitments and Contingencies_2
Commitments and Contingencies (Narrative) (Details) | Jan. 29, 2019USD ($) | Dec. 19, 2018lawsuit | Dec. 18, 2018lawsuit | Jan. 04, 2019lawsuit | Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) | Mar. 31, 2019lawsuit | May 01, 2019USD ($) | Jan. 01, 2019USD ($)ft² | Dec. 31, 2018USD ($) | Oct. 31, 2015USD ($) |
Commitments and Contingencies [Line Items] | |||||||||||
Operating lease right-of-use assets, net | $ 33,510,000 | $ 33,510,000 | $ 35,500,000 | ||||||||
Rent payments | 5,300,000 | ||||||||||
Operating lease cost | 1,600,000 | 4,700,000 | |||||||||
Long-term restricted cash | 4,000,000 | 4,000,000 | $ 4,000,000 | $ 4,500,000 | $ 4,500,000 | ||||||
Number of lawsuits filed | lawsuit | 5 | 5 | |||||||||
Attorneys' fees | $ 300,000 | ||||||||||
Loss contingency, accrual | 300,000 | 300,000 | |||||||||
Additional liability associated with indemnification obligations | $ 0 | $ 0 | |||||||||
1305 O’Brien Drive, Menlo Park, California [Member] | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Net rentable area | ft² | 180,000 | ||||||||||
Operating lease right-of-use assets, net | $ 35,300,000 | ||||||||||
Renewal term | 5 years | 5 years | |||||||||
Weighted average remaining lease term | 8 years 1 month 6 days | 8 years 1 month 6 days | |||||||||
Weighted average discount rate | 7.90% | 7.90% | |||||||||
Singapore and Engineering Support Facilities in Allen, Texas [Member] | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Operating lease right-of-use assets, net | $ 200,000 | ||||||||||
Punitive Class Action, United States District Court for the Northern District of California [Member] | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Number of lawsuits filed | lawsuit | 3 | ||||||||||
Punitive Class Action, United States District Court for the District of Delaware [Member] | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Number of lawsuits filed | lawsuit | 1 | ||||||||||
Individual Claim, United States District Court for the Northern District of California [Member] | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Number of lawsuits filed | lawsuit | 1 |
Commitments and Contingencies_3
Commitments and Contingencies (Schedule of Amount, Timing and Uncertainty of Cash Flows from Operating Leases) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 |
Maturity of Lease Liabilities | ||
Remaining of 2019 | $ 1,772 | |
2020 | 7,150 | |
2021 | 7,305 | |
2022 | 7,488 | |
2023 | 7,704 | |
Thereafter | 31,518 | |
Total undiscounted operating lease payments | 62,937 | |
Less: imputed interest | (16,245) | |
Present value of operating lease liabilities | 46,692 | $ 49,200 |
Balance Sheet Classification | ||
Operating lease liabilities, current | 3,724 | 3,400 |
Operating lease liabilities, non-current | 42,968 | 45,800 |
Total operating lease liabilities | $ 46,692 | $ 49,200 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) $ / shares in Units, $ in Thousands | Aug. 18, 2017USD ($) | Sep. 30, 2018USD ($)$ / sharesshares | Feb. 28, 2018USD ($)$ / sharesshares | Sep. 30, 2019USD ($)item$ / sharesshares | Sep. 30, 2019USD ($)item$ / sharesshares | Sep. 30, 2018USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesitemshares | Jan. 31, 2019shares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Amount of common stock, preferred stock, depositiry shares, warrants, units or debt securities available in future public offerings | $ | $ 150,000 | |||||||
Common stock, preferred stock, depositiry shares, warrants, units or debt securities available in future public offerings, period from effective date | 3 years | |||||||
Common Stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |||||
Proceeds from issuance of common stock from underwritten public equity offering, net of issuance costs | $ | $ 97,722 | |||||||
Number of equity compensation plans | item | 3 | 3 | ||||||
Share-based compensation expense | $ | $ 12,532 | $ 15,631 | ||||||
2010 Plan [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Common stock reserved for issuance | shares | 7,500,000 | |||||||
ESPP [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares issued | shares | 0 | 1,306,329 | 1,674,960 | |||||
Common stock reserved for issuance | shares | 3,651,066 | 3,651,066 | 3,000,000 | |||||
Underwritten Public Equity Offering [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares authorized, underwriting agreement | shares | 14,117,647 | 12,500,000 | 14,117,647 | |||||
Common Stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |||||
Common stock offering price per share | $ / shares | $ 4.25 | $ 2.40 | $ 4.25 | |||||
Option to purchase additional shares, period | 30 days | 30 days | ||||||
Additional shares authorized, underwriting agreement | shares | 2,117,647 | 1,875,000 | 2,117,647 | |||||
Shares issued | shares | 16,200,000 | 14,400,000 | 30,600,000 | |||||
Price per share | $ / shares | $ 4.25 | $ 2.40 | $ 4.25 | $ 3.38 | ||||
Commissions, percentage of gross proceeds | 6.00% | 4.00% | ||||||
Proceeds from issuance of common stock from underwritten public equity offering, net of issuance costs | $ | $ 64,900 | $ 33,100 | $ 97,500 | |||||
Other accrued offering expenses | $ | $ 200 | $ 300 | $ 200 | |||||
Holders may elect to receive net proceeds from financing activities, percentage | 25.00% | |||||||
Number of offerings | item | 2 | |||||||
Time-Based Restricted Stock Units (RSUs) [Member] | 2010 Plan [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Vesting period | 4 years | |||||||
Share-based compensation expense | $ | $ 1,400 | $ 3,400 | ||||||
Time-Based Restricted Stock Units (RSUs) [Member] | 2010 Plan [Member] | Share-based Compensation Award, Tranche One, Two, Three and Four [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Vesting percentage | 25.00% | |||||||
Performance-Based Restricted Stock Units (RSUs) [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Ratio of number of shares into which the share instrument may be converted | shares | 1 | |||||||
Performance-Based Restricted Stock Units (RSUs) [Member] | 2010 Plan [Member] | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Share-based compensation expense | $ | $ 23 | $ 53 |
Stockholders' Equity (Summary o
Stockholders' Equity (Summary of Stock Option Activity) (Details) - Stock Options [Member] - $ / shares shares in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Shares available for grant, Additional shares reserved | 7,512 | |
Shares available for grant, Options granted | ||
Number of shares, Options granted | ||
Weighted average exercise price, Options granted | ||
$1.16 – 16.00 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Shares available for grant, Balances, December 31, 2018 | 12,279 | |
Shares available for grant, Balances, September 30, 2019 | 20,762 | 12,279 |
Number of shares, Balances, December 31, 2018 | 25,176 | |
Number of shares, Balances, September 30, 2019 | 23,048 | 25,176 |
Exercise price, lower range | $ 1.16 | $ 1.16 |
Exercise price, upper range | 16 | 16 |
Weighted average exercise price, Balances, December 31, 2018 | 5.66 | |
Weighted average exercise price, Balances, September 30, 2019 | $ 5.59 | $ 5.66 |
$1.16 – 7.05 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Shares available for grant, Options exercised | ||
Number of shares, Options exercised | (1,157) | |
Exercise price, lower range | $ 1.16 | |
Exercise price, upper range | 7.05 | |
Weighted average exercise price, Options exercised | $ 4.84 | |
$2.54 – 16.00 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Shares available for grant, Options canceled | 971 | |
Number of shares, Options canceled | (971) | |
Exercise price, lower range | $ 2.54 | |
Exercise price, upper range | 16 | |
Weighted average exercise price, Options canceled | $ 8.33 |
Stockholders' Equity (Summary_2
Stockholders' Equity (Summary of Time-Based RSUs Activity) (Details) - Time-Based Restricted Stock Units (RSUs) [Member] shares in Thousands | 9 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of shares, outstanding at December 31, 2018 | shares | 371 |
Number of shares, granted | shares | 854 |
Number of shares, released | shares | (80) |
Number of shares, forfeited | shares | (51) |
Number of shares, Unvested outstanding at September 30, 2019 | shares | 1,094 |
Weighted average grant date fair value, outstanding at December 31, 2018 | $ / shares | $ 3.20 |
Weighted average grant date fair value, granted | $ / shares | 7.16 |
Weighted average grant date fair value, released | $ / shares | 2.58 |
Weighted average grant date fair value, forfeited | $ / shares | 5.66 |
Weighted average grant date fair value, Unvested outstanding at September 30, 2019 | $ / shares | $ 6.22 |
Stockholders' Equity (Summary_3
Stockholders' Equity (Summary of Performance-Based RSUs Activity) (Details) - Performance-Based Restricted Stock Units (RSUs) [Member] shares in Thousands | 9 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of shares, outstanding at December 31, 2018 | shares | 586 |
Number of shares, granted | shares | |
Number of shares, released | shares | (204) |
Number of shares, forfeited | shares | (244) |
Number of shares, Unvested outstanding at September 30, 2019 | shares | 138 |
Weighted average grant date fair value, outstanding at December 31, 2018 | $ / shares | $ 2.58 |
Weighted average grant date fair value, granted | $ / shares | |
Weighted average grant date fair value, released | $ / shares | 2.57 |
Weighted average grant date fair value, forfeited | $ / shares | 2.57 |
Weighted average grant date fair value, Unvested outstanding at September 30, 2019 | $ / shares | $ 2.63 |
Stockholders' Equity (Schedule
Stockholders' Equity (Schedule of Stock-Based Compensation Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 4,062 | $ 5,125 | $ 12,532 | $ 15,631 |
Cost of revenue [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 450 | 608 | 1,406 | 1,905 |
Research and development [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 1,906 | 2,207 | 5,836 | 6,658 |
Sales, general and administrative [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 1,706 | $ 2,310 | $ 5,290 | $ 7,068 |
Stockholders' Equity (Schedul_2
Stockholders' Equity (Schedule of Fair Value of Employee Stock Options) (Details) - Stock Options [Member] | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term in years | 5 years 2 months 12 days | 5 years 2 months 12 days |
Expected volatility | 65.00% | 67.00% |
Risk-free interest rate | 2.80% | 2.50% |
Dividend yield |
Stockholders' Equity (Schedul_3
Stockholders' Equity (Schedule of Fair Value of Employee Stock Purchase Plan) (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Minimum [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected volatility | 65.00% | |||
Maximum [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected volatility | 67.00% | |||
ESPP [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected volatility | 65.00% | |||
Risk-free interest rate, minimum | 1.30% | 1.30% | ||
Risk-free interest rate, maximum | 2.70% | 2.70% | ||
Dividend yield | ||||
ESPP [Member] | Minimum [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected term in years | 6 months | 6 months | ||
ESPP [Member] | Maximum [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected term in years | 2 years | 2 years |
Revenue (Narrative) (Details)
Revenue (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||||
Deferred service revenue, current | $ 6,379 | $ 6,379 | $ 6,537 | ||
Deferred service revenue, non-current | 1,435 | 1,435 | 890 | ||
Revenue | 21,915 | $ 18,160 | 62,961 | $ 59,100 | |
Prepaid expenses and other current assets | 2,704 | 2,704 | $ 2,832 | ||
Service [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Deferred service revenue | 7,800 | 7,800 | |||
Deferred service revenue, current | 6,400 | 6,400 | |||
Deferred service revenue, non-current | 1,400 | 1,400 | |||
Revenue | 1,300 | 5,700 | |||
Prepaid expenses and other current assets | $ 400 | $ 400 | |||
Service [Member] | Minimum [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Deferred service revenue, noncurrent, recognition period | 2 years | ||||
Service [Member] | Maximum [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Deferred service revenue, noncurrent, recognition period | 4 years |
Revenue (Schedule of Revenue by
Revenue (Schedule of Revenue by Geographic Location) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 21,915 | $ 18,160 | $ 62,961 | $ 59,100 |
North America [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | 10,393 | 8,960 | 33,165 | 25,974 |
Europe (including the Middle East and Africa) [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | 4,940 | 2,914 | 11,423 | 10,614 |
Asia Pacific [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total revenue | $ 6,582 | $ 6,286 | $ 18,373 | $ 22,512 |
Revenue (Summary of Revenue by
Revenue (Summary of Revenue by Category) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Product Information [Line Items] | ||||
Total revenue | $ 21,915 | $ 18,160 | $ 62,961 | $ 59,100 |
Product [Member] | ||||
Product Information [Line Items] | ||||
Total revenue | 18,484 | 15,150 | 53,191 | 49,917 |
Instrument [Member] | ||||
Product Information [Line Items] | ||||
Total revenue | 11,583 | 6,296 | 29,870 | 21,965 |
Consumable [Member] | ||||
Product Information [Line Items] | ||||
Total revenue | 6,901 | 8,854 | 23,321 | 27,952 |
Service and Other [Member] | ||||
Product Information [Line Items] | ||||
Total revenue | $ 3,431 | $ 3,010 | $ 9,770 | $ 9,183 |